THE DEAL:
The debt funded takeover and MBO of London Stock Exchange AIM traded SWP Group PLC by Friars 716 Limited, a company set up by certain members of the SWP management team for the purposes of making an offer for SWP that valued it at £18.3 million. SWP has two businesses, Fulflow, a leading supplier of rainwater management systems for industrial factories, motor car plants, leisure facilities and stadia, and ULVA a leading provider of non-metallic cladding systems to reduce corrosion under insulation for the oil, gas and petrochemical industries. SWP, whose shares had been traded on AIM since 2002, has operations in Cambridgeshire, Sheffield, Rotherham and Telford.
OUR ROLE:
We advised Friars and the management team on the Takeover Code Offer and the structuring of the transaction. We project managed the whole offer process through to a successful conclusion including reviewing funding documentation and providing the necessary cash confirmation under the Code. We used our experience of advising on similar processes to achieve acceptances of 89.8% at first closing. All in all the process from offer announcement to re-registration as a private company, cancellation of the AIM listing and starting the compulsory acquisition process took less than eight weeks.
WHAT OUR CLIENT SAID:
‘The MBO of SWP was a very important transaction for us with the added complication of the company being on the AIM market of the London Stock Exchange. Cattaneo was recommended to us at the start of the transaction and they didn’t let us down, going the extra mile whenever it was needed. Their thorough knowledge of both the Takeover Code and the management buy out processes meant that they were able to provide the strategic and tactical advice we needed to allow us to conclude the transaction in double quick time.
It is a rather complex matter when going from public to private due to regulatory issues. Cattaneo’s breadth of knowledge and experience proved invaluable in delivering the appropriate advice necessary to get the job done in the best interests of all parties.’
Alan Walker, Chairman, SWP Group/Friars 716 Limited
