THE DEAL:

ICP is headquartered in London with offices across Europe, Asia, and North and South America. It provides digital marketing, digital asset management services, creative production and consultancy services to global brands such as Mars, Unilever, Coca-Cola, Diageo, Warner Bros and CVS Aetna, supporting them to deliver increasingly complex multi-channel marketing strategies. The MBO received the backing of NorthEdge Capital’s Birmingham office which will allow ICP to accelerate its exceptional growth journey, building on its reputation as a market-leading vendor of consulting and managed services in the marketing and creative operations space, with the intention to launch new services, and upscale its team to support the delivery of the growth plan.

OUR ROLE:

We were initially appointed to guide the vendors and the management team through the private equity process, including their respective investments in the new vehicle. Our role was expanded upon NorthEdge’s selection as the preferred equity partner to include providing debt advisory services and an exit review analysis across multiple buyer categories on a global basis.

Our in-depth knowledge of the debt market enabled us to identify over 20 suitable funders ranging from mainstream banks through to bespoke debt-funds. Based on NorthEdge’s and ICP’s strategic objectives, we identified two appropriate debt structures and ran parallel funding streams with a short-list of three lenders for each stream. We created a funding memorandum and bank funding model which allowed us to obtain heads of terms from the six short-listed funders, before refining this to three once the debt structure was finalised. The result was the securing of a highly competitive funding package from Santander which matched the needs of the business.

We coordinated the due diligence process concurrently across seven different workstreams overcoming the logistical challenge of managing the process across multiple locations and time-zones. We also managed the legal process involving ten law firms, including the complication of an Employee Benefit Trust and a pre-conditional share swap transaction to reorganise a minority shareholding in a US subsidiary.

 WHAT OUR CLIENT SAID:

“We’ve delivered a strong track record of growth over the last few years, including in the US, and we want to maintain this momentum. For us, finding the right partner for our next phase of growth was critical, and from the outset it was clear that the NorthEdge team understood our business and the market in which we operate. The Cattaneo team worked with us from the initial stages of the transaction and they were instrumental in delivering this deal. Their diligent and practical approach combined with their perseverance in driving the transaction was key to getting the deal over the line.”

Christopher Grakal, CEO, ICP