United Kingdom and Republic of Ireland M&A Review - Experian Business Research: 2020 MarketIQ

 
CONTINUE READING
United Kingdom and Republic of Ireland M&A Review - Experian Business Research: 2020 MarketIQ
MarketIQ

United Kingdom and Republic of Ireland
M&A Review
Experian Business Research: 2020
United Kingdom and Republic of Ireland M&A Review - Experian Business Research: 2020 MarketIQ
The resilience of the UK’s mergers and acquisition market was
clear to see in 2020, with dealmakers seemingly quick to adapt
to the logistical difficulties of completing transactions in the
Covid-19 era. After a hiatus in the second quarter of the year,
deal volume approached pre-pandemic levels in Q4. A flurry
of multi-billion pound acquisitions towards the end of the year
meant that annual transaction value eventually eclipsed that
of 2019 – a really startling recovery. Tech deals had already
started to dominate the UK’s M&A landscape in recent years,
and our enforced move to a more online existence looks to
have only accelerated that process. Meanwhile, having spent
time taking stock and shoring up the capital positions of their
portfolio companies in the immediate aftermath of lockdown,
the private equity sector played an increasingly key role on the
buy-side in the last two quarters of 2020. We would expect this
to continue as we move further into the new year. However,
whether the wider market will undergo any dampening effect
due to January’s third national coronavirus lockdown in England
remains to be seen.

Jane Turner
Research Manager, Experian MarketIQ
United Kingdom and Republic of Ireland M&A Review - Experian Business Research: 2020 MarketIQ
Contents

United Kingdom M&A Activity     2

London                        12

South East                    16

South West                    20

East of England               24

Midlands                      28

Yorkshire and Humber          32

North West                    36

North East                    40

Wales                         44

Scotland                      48

Northern Ireland              52

Republic of Ireland           56

Appendix                      60

Deal Proforma                 61

About Experian MarketIQ       62

                              MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 1
United Kingdom M&A activity

M&A activity in the UK is slowly recovering, after a sharp shock in the immediate aftermath of the
Covid-19 pandemic. Experian recorded a total of 5,867 transactions involving a UK-based firm in
2020, which represented a decline of 15% on the 6,894 deals carried out in 2019 and the lowest
figure since 2012; second quarter deal making was at its lowest ebb since the first quarter of 2009 at
the height of the financial crisis. Although annual volume is significantly down on previous years, the
direction of travel looks positive – the number of deals announced in Q4 was around 42% higher than
Q2 - and it does seem clear that we’re now seeing increasing numbers of companies again look to
growth by acquisition. Meanwhile, a flurry of big-ticket deal making at the end of the year – with over
£120bn worth of acquisitions carried out in the last two months alone – pushed the overall value of
UK deals for 2020 to £356bn, up by 79% on a year on year basis.

Deals of the Year                                                                 acquire Cambridge-based chip manufacturer Arm, seen
For the second year in a row, 2020’s largest deal took                            as one of the ‘crown jewels’ of the domestic technology
place in the financial data sector. This saw US ratings                           sector, from Japanese investment firm Softbank for
agency S&P Global agree to take over London-based IHS                             £30.5bn. Elsewhere, the biggest British pharmaceutical
Markit in a £33bn all-share merger that aims to create a                          deal in almost two decades saw AstraZeneca announce
major rival to market leader Bloomberg. Consolidation                             plans to acquire US rare disease specialist Alexion for
within the telecoms market continued apace with the                               £29bn and there were multi-billion transactions in
£31.4bn combination of cable operator Virgin Media and                            the insurance, supermarket retail and payment
mobile telecommunications network O2, while a much-                               processing sectors.
commented on deal saw US-based Nvidia agree to

UK deals
2011 – 2020

9000                                                                          500000
                                                                              450000
8000
                                                                              400000
7000
                                                                              350000
6000
                                                                              300000
5000
                                                                              250000
4000
                                                                              200000
3000                                                                          150000
2000                                                                          100000
1000                                                                          50000
   0                                                                          0
        2011   2012   2013   2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 2 | MarketIQ United Kingdom and Republic of Ireland M&A Review
Industry                                                        by some way the most active lender, providing funds in
As we noted in our third quarter report, levels of deal         support of 78 transactions. Meanwhile, the private equity
activity in the UK varied widely between industry sectors       sector played an ever more prominent role in the UK
in 2020. On the one hand, as we might expect given the          market, funding 1,491 deals in 2020 – up from 1,402 in
rapid changes to working and leisure patterns imposed by        2019. Business Growth Fund, Mercia Fund Management
the pandemic, M&A in the technology media and telecoms          and Maven Capital were the UK's leading investment firms
arena has been particularly brisk. Infocomms, fuelled by        by deal volume.
deals in the cloud computing and software segments,
accounted for 28% of all transactions – up from 22%             Advisers
in 2019 - and saw volume increase by 5% year on year,           Gateley was the UK’s leading legal adviser to the
accompanied with a 148% upturn in deal value. There was         M&A market in 2020 by deal volume, working on 194
also decent growth in professional services, but most           transactions - predominantly in the small to mid-market
other sectors saw activity fall in comparison with 2019’s       - with Pinsent Masons (135 transactions) and Harrison
figures; real estate, where deals were down by 29% and          Clark Rickerbys (132) making up the top three. US firm
financial services (a 39% decline) seemed hardest hit.          Latham & Watkins, which advised on the buy-side of
                                                                Nvidia’s takeover of Arm, Aon’s merger with Willis
Funding                                                         Towers Watson and Clarivate’s deal to acquire CPA Global,
While there were a number of distress-driven deals in the       narrowly topped the value table with £68.4bn worth of
immediate wake of the initial lockdown, particularly in the     deals, just ahead of Freshfields (£68bn). BDO advised on
retail, hospitality and transport sectors, we’re yet to see     177 transactions in 2020 to lead our financial adviser table
anything like the deluge of insolvency transactions that        by deal volume ahead of KBS Corporate and RSM, while
were carried out in the wake of the financial crisis. The       the US investment banks again dominated the
lending environment remains favourable, and what we are         value table – Morgan Stanley’s £169bn worth of deals
seeing is a significant increase in refinancing transactions,   enough to secure first place in front of JP Morgan and
with a 300% increase in the number of UK firms taking           Goldman Sachs.
on new debt or refinancing existing facilities. HSBC was

                                                                        MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 3
United Kingdom M&A activity

Top ten deals: UK
2020

         Date            Consideration            Deal type           Target                       Bidder
                             (£m)

    30/11/2020               32,984              Acquisition          IHS Markit Ltd, London       S&P Global Inc, USA

    07/05/2020               31,400                Merger             O2/Virgin Media, Slough
                                                                      and Reading

    31/07/2020               30,500              Acquisition          Arm Ltd, Cambridge           NVIDIA Corp, USA

    14/12/2020                29,210             Acquisition          Alexion Pharmaceuticals      AstraZeneca Plc,
                                                                      Inc, USA                     Cambridge

    09/03/2020               22,894              Acquisition          Willis Towers Watson Plc,    Aon Plc, London
                                                                      Dublin

    09/03/2020                8,090              Acquisition          Malaysian and Thai           Charoen Pokphand Group
                                                                      Businesses of Tesco Plc,     Co Ltd, Thailand
                                                                      Welwyn Garden City

    18/11/2020                7,200              Acquisition          RSA Insurance Group Plc,     Intact Financial Corp,
                                                                      London                       Canada

    02/10/2020                6,800                   IBO             Asda Stores Ltd, Leeds       Issa Brothers and TDR
                                                                                                   Capital

    07/12/2020                6,740               Reverse             Paysafe Group Holdings       Foley Trasimene
                                                  Takeover            Ltd, London                  Acquisition Corp II, USA

    12/08/2020                5,370              Acquisition          Sunrise Communications       Liberty Global Plc, London
                                                                      Group AG, Switzerland

UK deal volume by region
2020

          224
             275
                168
                                                   l London                         l North East
                                                   l South East                     l Wales
        323
                                                   l South West                     l Scotland
    695                          2242
                                                   l East of England                l Northern Ireland
                                                   l Midlands
   538
                                                   l Yorkshire & Humber
                                                   l North West
       825
                              927
                550   528

Page 4 | MarketIQ United Kingdom and Republic of Ireland M&A Review
United Kingdom M&A activity

UK and Ireland M&A by region
2020

                                          Value (£m)                                            Volume

 Region                   2020              2019       % Change             2020                 2019              % Change

 London                  182,422           132,613      37.56%               2,242                2,611             -14.13%

 South East              27,788             21,511      29.18%                927                1,023               -9.38%

 South West              10,369             13,511     -23.26%               528                  543                -2.76%

 East of England         79,481            20,290      291.72%               550                  565                -2.65%

 Midlands                 6,573             15,292     -57.02%               825                  989               -16.58%

 Yorkshire & Humber      11,600             7,952       45.88%               538                  665                -19.10%

 North West              14,994             7,433      101.72%                695                 861               -19.28%

 North East               691               1,009      -31.52%               323                  352                -8.24%

 Wales                    2,918             1,628       79.24%               224                  225                -0.44%

 Scotland                 4,982             9,534      -47.74%               275                  547               -49.73%

 Northern Ireland          392              1,626      -75.89%                168                 251               -33.07%

 Republic of Ireland     48,903            72,372      -32.43%               490                  455                 7.69%

 United Kingdom          355,795           198,279      79.44%              5,867                6,894              -14.90%

UK deals by Industry
2020

                                   2020                           2019                            % change from 2019

 Sector                  Volume           Value (£m)   Volume            Value (£m)             Volume                Value

 Infocomms                1,659            163,222      1,579              65,887                5.07%              147.73%

 Professional services    1,390            86,210       1,304              26,720                6.60%              222.64%

 Manufacturing            1,293            114,272      1,507              56,388              -14.20%              102.65%

 Financial services       1,042            118,530      1,712               76,190              -39.14%              55.57%

 Wholesale and retail     962              77,462        1,174             41,202              -18.06%               88.01%

 Support services         654              26,439        691               14,201               -5.35%               86.17%

 Construction             405               12,267       458               14,232               -11.57%             -13.81%

 Real estate              344               21,351       487               35,410              -29.36%              -39.70%

 Health                   313               1,180        388                2,208              -19.33%              -46.55%

 Mining and quarrying     196               13,174       238               15,281               -17.65%             -13.78%

                                                                 MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 5
United Kingdom M&A activity

Legal adviser rankings by volume

   Current rank          Previous rank        Legal adviser               Volume1

          1                     1              GATELEY                      194

          2                     7              PINSENT MASONS               135

          3                     5              HARRISON CLARK RICKERBYS     132

          4                     6              CMS                          124

          5                     2              ADDLESHAW GODDARD            118

          6                     3              MILLS & REEVE                117

          7                     11             SHOOSMITHS                   114

          8                     9              SQUIRE PATTON BOGGS          102

          9                     8              WARD HADAWAY                 102

         10                     13             KNIGHTS                      90

         11                     4              DLA PIPER                    83

         12                     10             EVERSHEDS SUTHERLAND         81

         13                     12             FREETHS                      79

         14                     17             DWF                          74

         15                      -             WEIGHTMANS                   62

         16                     19             MUCKLE                       58

         17                     15             BROWNE JACOBSON              52

         18                     18             TLT                          51

         19                     23             TUGHANS                      51

         20                     24             HILL DICKINSON               47

Page 6 | MarketIQ United Kingdom and Republic of Ireland M&A Review
United Kingdom M&A activity

Legal adviser rankings by value

  Current rank   Previous rank   Legal adviser                                             Value (£m)

       1              11         LATHAM & WATKINS                                            68,413

       2              9          FRESHFIELDS BRUCKHAUS DERINGER                              68,056

       3              19         SULLIVAN & CROMWELL                                         48,046

       4              22         DAVIS POLK & WARDWELL                                       42,482

       5              13         SHEARMAN & STERLING                                          41,917

       6              15         ALLEN & OVERY                                               38,439

       7              1          WEIL GOTSHAL & MANGES                                       37,528

       8              10         SKADDEN ARPS SLATE MEAGHER & FLOM                           33,183

       9              4          CLIFFORD CHANCE                                             32,618

      10              2          SLAUGHTER AND MAY                                           27,826

      11              16         ARTHUR COX                                                  24,790

      12              6          HOGAN LOVELLS                                               24,619

      13               -         SIMPSON THACHER & BARTLETT                                  22,155

      14              5          KIRKLAND & ELLIS                                            18,688

      15              3          ASHURST                                                      17,102

      16              8          LINKLATERS                                                  15,069

      17              23         DLA PIPER                                                    8,898

      18              17         JONES DAY                                                    7,466

      19              7          NORTON ROSE FULBRIGHT                                        6,488

      20               -         GOWLING WLG                                                  6,054

                                                              MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 7
United Kingdom M&A activity

Financial adviser rankings by volume

   Current rank          Previous rank        Financial adviser           Volume1

          1                     3              BDO                          177

          2                     4              KBS CORPORATE                145

          3                     2              RSM                          141

          4                     1              GRANT THORNTON               107

          5                     7              NUMIS SECURITIES             96

          6                     14             HAZLEWOODS                   93

          7                     6              KPMG                         66

          8                     5              PWC                          62

          9                     12             CENKOS SECURITIES            62

         10                     11             EY                           60

         11                     8              PEEL HUNT                    59

         12                     15             ALANTRA                      53

         13                      -             BARCLAYS                     52

         14                     9              FINNCAP                      52

         15                      -             AZETS                        51

         16                     10             MAZARS                       50

         17                     16             BENCHMARK INTERNATIONAL      50

         18                     26             MORGAN STANLEY               44

         19                     22             GOLDMAN SACHS                43

         20                      -             CAIRN FINANCIAL ADVISERS     38

Page 8 | MarketIQ United Kingdom and Republic of Ireland M&A Review
United Kingdom M&A activity

Financial adviser rankings by value

  Current rank   Previous rank   Financial adviser                                            Value (£m)

       1              2          MORGAN STANLEY                                                 168,661

       2              21         JP MORGAN                                                      127,344

       3              1          GOLDMAN SACHS                                                  114,966

       4              9          CREDIT SUISSE                                                  75,124

       5              7          BANK OF AMERICA MERRILL LYNCH                                  66,207

       6              13         CITIGROUP                                                      54,083

       7              3          BARCLAYS                                                       53,027

       8              4          JEFFERIES                                                      42,095

       9              5          EVERCORE PARTNERS                                              37,281

      10              8          LAZARD                                                         16,006

      11              6          ROTHSCHILD & CO                                                12,922

      12              14         NUMIS SECURITIES                                               11,753

      13               -         DEUTSCHE BANK                                                  10,984

      14              20         RBC CAPITAL MARKETS                                            10,340

      15              11         UBS                                                             9,732

      16               -         BNP PARIBAS                                                     6,282

      17              18         MOELIS & CO                                                     5,289

      18              12         HSBC                                                            5,236

      19              28         PWC                                                             4,803

      20              17         EY                                                              4,215

                                                                 MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 9
United Kingdom M&A activity

Debt provider rankings by volume

   Current rank          Previous rank        Debt provider                    Volume1

          1                     1              HSBC                              78

          2                     2              BARCLAYS                          23

          3                     4              NATWEST                           23

          4                     3              LLOYDS BANKING GROUP              20

          5                     8              THINCATS                          20

          6                     5              SANTANDER                         18

          7                     6              SHAWBROOK BANK                    18

          8                     7              MAVEN                             18

          9                     29             CLYDESDALE AND YORKSHIRE BANK     13

         10                     11             CAPLE                             8

         11                     15             OAKNORTH BANK                     7

         12                      -             BNP PARIBAS                       5

         13                      -             SHARD CREDIT PARTNERS             5

         14                     17             DEVELOPMENT BANK OF WALES         5

         15                     24             ARBUTHNOT                         5

         16                      -             INVESTEC                          5

         17                     20             GOLDMAN SACHS                     4

         18                     25             DEUTSCHE BANK                     4

         19                      -             SECURE TRUST BANK                 4

         20                      -             INNOVATE UK                       4

Page 10 | MarketIQ United Kingdom and Republic of Ireland M&A Review
United Kingdom M&A activity

Capital provider rankings by volume

  Current rank   Previous rank   Investment firm                                             Volume1

       1              1          BUSINESS GROWTH FUND                                            57

       2              15         MERCIA FUND MANAGEMENT                                          38

       3              2          MAVEN CAPITAL PARTNERS                                          33

       4              7          DEVELOPMENT BANK OF WALES                                       29

       5              3          LDC                                                             26

       6              20         SEEDCAMP                                                        22

       7              32         TECHSTART VENTURES                                              20

       8              19         OCTOPUS VENTURES                                                18

       9              10         FORESIGHT GROUP                                                 18

      10              5          IQ CAPITAL PARTNERS                                             17

      11               -         SEEDRS                                                          15

      12              18         INVEST NORTHERN IRELAND                                         14

      13              26         AMADEUS CAPITAL PARTNERS                                        13

      14               -         DRAPER ESPRIT                                                   12

      15               -         OXFORD SCIENCES INNOVATION                                      12

      16              12         MMC VENTURES                                                    12

      17              38         GRESHAM HOUSE                                                   12

      18               -         IP GROUP                                                        11

      19              6          SCOTTISH INVESTMENT BANK                                        11

      20              23         INNOVATE UK                                                     11

                                                              MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 11
London

Summary                                                                           close at the end of January. Elsewhere, there were two
The London M&A market had made a strong start to the                              big-ticket transactions in the insurance sector. Here, Aon
year, picking up in the first quarter after Brexit jitters                        agreed the £23bn acquisition of Willis Towers Watson, a
dampened activity in the second half of 2019 - before the                         combination that will create the world’s largest insurance
Covid-19 crisis hit. There were 2,242 deals involving a                           brokerage – subject to regulatory approvals – and
London company in 2020, a decline of 14% from the 2,602                           venerable London insurer RSA agreed to be taken off the
transactions carried out in 2019 and almost 1,000 deals                           Stock Exchange by a Canadian and Danish consortium in
under the market’s recent high in 2018 (when over 3,100                           a £7.2bn deal. Another notable deal saw Paysafe Group
deals were announced). The Q2 total of 473 deals was                              – the London-based payments business backed by CVC
the lowest recorded in the capital since Q1 2009, when                            and Blackstone – agree to merge with US black check
the City was grappling with the credit crunch and, while                          company Foley Trasimene Acquisition Corp II in one of the
volumes did improve slightly in Q3 and Q4, they still lag                         first major SPAC deals involving a British firm.
significantly behind the levels we’d expect to see during
a ‘normal’ year. In value terms however, the picture was                          Industry
very different. A flurry of high value deal making towards                        There were some industries that bucked the downward
the end of the year pushed the value of London deals to                           trend in London. As expected, deals in the tech space
£182bn - up by 32% year on year – with the fourth quarter                         dominated - as our move to online was forcibly
figure of £82bn among the highest quarterly total on                              accelerated - and were up by 7% year on year in volume
Experian record. London remains the engine room of UK                             terms and by some 46% in value. In all there were 855
deal making, with a role in 38% of all UK transactions and                        tech / infocomms deals in 2020, accounting for 38% of
contributing just over half of the total value of UK deals.                       all London M&A, with private equity and investment from
                                                                                  the United States driving activity. Among the largest tech
Deals of the Year                                                                 deals of the year were Clarivate’s takeover of IP software
A transformative, cross border merger in the financial                            firm CPA Global for £5.2bn – another all share deal –
data sector was London’s biggest deal of the year. This                           Cisco’s £543m acquisition of cloud specialist IMImobile
saw US ratings agency S&P Global agree to buy London-                             and Montagu Private Equity-backed vehicle Tiger UK
based IHS Markit in a £33bn, all share transaction,                               Bidco’s £350m deal to buy-out the education software
the latest in a number of multi-billion takeovers in the                          solutions business of Capita. Other sectors to see
data area as companies jostle for market share - last                             volumes up on 2019 were professional services, support
year’s largest deal in an adjacent space, London Stock                            services, healthcare and utilites but elsewhere there
Exchange’s £27bn acquisition of Refinitiv, is slated to                           was a decline in deal volume, with financial services, real
                                                                                  estate and hospitality the worse effected.

London deals
2011 – 2020

3500                                                                          250000

3000
                                                                              200000
2500
                                                                              150000
2000

1500                                                                          100000

1000
                                                                              50000
 500

   0                                                                          0
        2011   2012   2013   2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 12 | MarketIQ United Kingdom and Republic of Ireland M&A Review
London

Funding                                                       Advisers
As we found nationally, the private equity sector played a    CMS worked on 62 deals over the year to retain its 2019
prominent role in London deal making in 2020, with deals      status as London’s leading adviser by transaction volume,
funded by private equity up by around 9% year on year.        with Gateley (53 deals) and Shoosmiths (47) making up the
Over a quarter of all transactions in the capital involved    top three. US firms Sullivan & Cromwell (£47bn worth of
private equity investment, up from 20% in 2019; seed-         deals), Davis Polk & Wardwell (£42bn) and Weil Gotshal &
stage venture capital fund Seedcamp was most active,          Manges (£35bn) headed up the value table. RSM advised
completing 15 deals, followed by Octopus Ventures and         on 63 deals to finish up as the year’s most active financial
Draper Esprit (each with ten deals). HSBC was London’s        adviser to deal makers in the capital, while US investment
main source of debt funding, followed by Barclays             bank Goldman Sachs topped the value ranking with deals
and Shawbrook.                                                worth £94bn.

Top ten deals: London
2020

       Date        Consideration      Deal type     Target                                  Bidder
                       (£m)

   30/11/2020         32,984         Acquisition    IHS Markit Ltd, London                  S&P Global Inc, USA

   09/03/2020         22,894         Acquisition    Willis Towers Watson Plc, Dublin        Aon Plc, London

   18/11/2020          7,200         Acquisition    RSA Insurance Group Plc,                Intact Financial Corp,
                                                    London                                  Canada

   07/12/2020          6,740          Reverse       Paysafe Group Holdings Ltd,             Foley Trasimene
                                      Takeover      London                                  Acquisition Corp II, USA

   12/08/2020          5,370         Acquisition    Sunrise Communications Group            Liberty Global Plc, London
                                                    AG, Switzerland

   29/07/2020          5,246         Acquisition    CPA Global Ltd, Channel Islands         Clarivate Plc, London

   26/02/2020          4,600          Secondary     iQSA Holding Sarl, London               Blackstone Group
                                       Buy-Out

   29/06/2020          4,057         Acquisition    Petrochemicals Business of BP           INEOS Group Ltd, London
                                                    Plc, London

   09/10/2020          3,930         Acquisition    London Stock Exchange Group             Euronext NV, The
                                                    Holdings Italia SpA, Italy (from        Netherlands
                                                    London Stock Exchange Group
                                                    Plc, London)

   08/12/2020          3,800         Acquisition    G4S Plc, London                         Allied Universal Topco
                                                                                            LLC, USA

                                                                      MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 13
London

Legal adviser rankings

   Current rank          Previous rank        Legal adviser                         Volume1

          1                     1              CMS                                    62

          2                     8              GATELEY                                53

          3                     6              SHOOSMITHS                             47

          4                     9              PINSENT MASONS                         46

          5                     5              SQUIRE PATTON BOGGS                    44

          6                     3              ADDLESHAW GODDARD                      33

          7                     7              MILLS & REEVE                          33

          8                     4              EVERSHEDS SUTHERLAND                   32

          9                     2              DLA PIPER                              31

         10                     23             MACFARLANES                            30

   Current rank          Previous rank        Legal adviser                        Value (£m)

          1                     23             SULLIVAN & CROMWELL                   47,733

          2                     25             DAVIS POLK & WARDWELL                42,056

          3                     1              WEIL GOTSHAL & MANGES                34,479

          4                     8              LATHAM & WATKINS                     34,201

          5                     9              SKADDEN ARPS SLATE MEAGHER & FLOM    31,686

          6                      -             STIKEMAN ELLIOTT                     30,822

          7                     14             FRESHFIELDS BRUCKHAUS DERINGER        28,137

          8                     15             HOGAN LOVELLS                        23,907

          9                      -             MATHESON                              23,117

         10                     16             ARTHUR COX                           22,903

Page 14 | MarketIQ United Kingdom and Republic of Ireland M&A Review
London

Financial adviser rankings

  Current rank   Previous rank   Financial adviser                                           Volume1

       1              4          RSM                                                            63

       2              2          BDO                                                            53

       3              7          NUMIS SECURITIES                                               46

       4              1          GRANT THORNTON                                                 36

       5               -         HAZLEWOODS                                                     35

       6              14         KBS CORPORATE                                                  32

       7              11         CENKOS SECURITIES                                              31

       8              3          PEEL HUNT                                                      27

       9              16         GOLDMAN SACHS                                                  26

      10              25         EY                                                             26

  Current rank   Previous rank   Financial adviser                                         Value (£m)

       1              1          GOLDMAN SACHS                                                94,227

       2              2          MORGAN STANLEY                                               86,229

       3              12         CREDIT SUISSE                                                73,635

       4               -         JP MORGAN                                                    52,040

       5              15         CITIGROUP                                                    48,571

       6              4          JEFFERIES                                                    34,086

       7              7          BANK OF AMERICA MERRILL LYNCH                                27,629

       8              3          BARCLAYS                                                     22,387

       9              6          LAZARD                                                       10,505

      10              17         RBC CAPITAL MARKETS                                          10,187

                                                             MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 15
South East

Summary                                                                           Industry
As the year ended with the country once again under                               Infocomms was again the most active industry sector for
strict Covid prevention measures, the latest figures show                         deal activity in the South East, recording 272 deals, an
that deal activity in the South East fell by just over 9%                         increase of 2.3% on 2019. Valuations in this sector fell by
year on year whilst deal values rose by 29%, in a trend                           16%. Professional services was the second most active
mirrored by a handful of regions. Positively, deal activity                       sector, recording 242 deals worth £4.7bn, representing
picked up to near normal levels in the second half of the                         an increase of 2.5% by volume and a massive 123% by
year, after experiencing a sharp dip at the start of the                          value. Manufacturing followed in third place, with its 222
pandemic - and a 40% rise in the number of mega deals                             reported deals worth £9.8bn, in comparison to 286 deals
along with a 36% rise in the mid-market proved that the                           worth just £4.2bn in 2019. With most sectors seeing a
region’s appetite for deal making had not been dampened                           decline in numbers as the country continues to battle
by the crisis. Valuations in all deal segments were up year                       against the pandemic, valuations remained high as the
on year, with the value of mega deals recording a near                            markets bounce back towards pre-Covid levels.
60% increase. The South East accounted for 7.8% of all UK
deal values and 15.8% of deal volumes.                                            Funding
                                                                                  Private equity backed deals were up to just under 20%
Deals of the Year                                                                 of deals where funding arrangements were disclosed,
Two of the region’s largest deals were announced in                               from 16% in the same period last year. Oxford Sciences
the final quarter, including the seventh mega deal of the                         Innovation was the most active investor in the region,
year. In December, telecoms group Vodafone, based in                              having supported 11 businesses. LDC was in second
Newbury, paid £1.3bn to acquire the remaining 23.2% of                            place with seven deals, with the region attracting
the shares it didn’t already own in Kabel Deutschland                             interest from a wide number of PE and venture capital
Holding, a German communications group. In November,                              investors with money to spend. Approximately 55% of
the Marlow-based Aero Connectivity business of Cobham                             deals were funded from existing resources, and debt-
was acquired by US-based TransDigm Group for £723m.                               funded deals accounted for 6%. HSBC was the lender of
The South East’s largest deal of the year, the merger                             choice providing funding to support on nine transactions,
between O2 and Virgin Media announced in May, is under                            followed by NatWest on six and Barclays on five.
investigation by the Competition and Markets Authority
amid fears the deal could lead to higher prices for
consumers. The statutory deadline by which the final
report is to be published is 27 May 2021.

South East deals
2011 – 2020

1200                                                                          180000
                                                                              160000
1000
                                                                              140000

 800                                                                          120000
                                                                              100000
 600
                                                                              80000
 400                                                                          60000
                                                                              40000
 200
                                                                              20000
   0                                                                          0
        2011   2012   2013   2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 16 | MarketIQ United Kingdom and Republic of Ireland M&A Review
South East

Advisers
Harrison Clark Rickerbys achieved first position in the
legal advisers table, having worked on a total of 34 deals
in the region, with the 30 deals advised on by Knights
securing second place. Gateley finished the year in third
position, with 25 deals. Clifford Chance achieved pole
position in the value tables, with Latham & Watkins
in second place and Slaughter and May in third. KBS
Corporate was the most active financial adviser, with 37
deals advised on, with RSM in second place on 32 deals.
Third position was taken by BDO with 29 deals. Goldman
Sachs topped the value rankings, with Barclays and
Numis taking second and third places, respectively.

Top ten deals: South East
2020

       Date        Consideration      Deal type      Target                         Bidder
                       (£m)

   07/05/2020          31,400          Merger        O2/Virgin Media, Slough        Project Pink
                                                     and Reading

   29/06/2020          4,057          Acquisition    Petrochemicals Business        INEOS Group Ltd,
                                                     of BP Plc, London              Lyndhurst

   24/07/2020          2,840          Acquisition    Direct Energy LP, USA,         NRG Energy Inc, USA
                                                     from Centrica Plc,
                                                     Windsor

   19/05/2020          2,006         Rights Issue    Compass Group Plc,
                                                     Chertsey

   22/12/2020          1,931          Acquisition    Kabel Deutschland              Vodafone Group Plc,
                                                     Holding AG, Germany            Newbury

   05/08/2020          1,660          Acquisition    Hastings Group Holdings        Dorset Bidco Ltd, London
                                                     Plc, Bexhill-on-Sea

   27/08/2020           854           Acquisition    SDL Plc, Maidenhead            RWS Holdings Plc,
                                                                                    Chalfont St Peter

   24/11/2020           723           Acquisition    Cobham Aero                    TransDigm Group Inc, USA
                                                     Connectivity, Marlow

   31/03/2020           711         Minority Stake   Sitryx Therapeutics Ltd,       Eli Lilly and Co, USA
                                                     Oxford

   06/10/2020           656           Acquisition    Key Surgical LLC, USA          Steris Plc, Basingstoke

                                                                      MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 17
South East

Legal adviser rankings

   Current rank          Previous rank        Legal adviser                      Volume1

          1                     1              HARRISON CLARK RICKERBYS            34

          2                     14             KNIGHTS                             30

          3                     4              GATELEY                             25

          4                     6              DLA PIPER                           19

          5                     9              PINSENT MASONS                      19

          6                     18             CMS                                 18

          7                     3              FREETHS                             18

          8                     10             EVERSHEDS SUTHERLAND                17

          9                     12             STEVENS & BOLTON                    16

         10                     7              IRWIN MITCHELL                      16

   Current rank          Previous rank        Legal adviser                     Value (£m)

          1                     5              CLIFFORD CHANCE                    4,967

          2                      -             LATHAM & WATKINS                   3,194

          3                     2              SLAUGHTER AND MAY                  3,111

          4                      -             WACHTELL LIPTON ROSEN & KATZ       1,954

          5                     9              FRESHFIELDS BRUCKHAUS DERINGER     1,879

          6                      -             ALLEN & OVERY                      1,660

          7                      -             WEIL GOTSHAL & MANGES              1,434

          8                      -             JONES DAY                          1,391

          9                     14             CMS                                1,006

         10                     21             DLA PIPER                           949

Page 18 | MarketIQ United Kingdom and Republic of Ireland M&A Review
South East

Financial adviser rankings

  Current rank   Previous rank   Financial adviser                                             Volume1

       1              3          KBS CORPORATE                                                    37

       2              2          RSM                                                              32

       3              4          BDO                                                              29

       4              9          EMC CORPORATE FINANCE                                            28

       5              1          GRANT THORNTON                                                   20

       6              17         NUMIS SECURITIES                                                 17

       7              8          HAZLEWOODS                                                       17

       8              6          BENCHMARK INTERNATIONAL                                          15

       9              12         EY                                                               13

      10              5          PWC                                                              12

  Current rank   Previous rank   Financial adviser                                           Value (£m)

       1               -         GOLDMAN SACHS                                                  5,721

       2              9          BARCLAYS                                                       3,884

       3              4          NUMIS SECURITIES                                               3,625

       4               -         BANK OF AMERICA MERRILL LYNCH                                  3,303

       5               -         MORGAN STANLEY                                                 2,052

       6              12         CREDIT SUISSE                                                  2,039

       7               -         JP MORGAN                                                       1,817

       8               -         FENCHURCH ADVISORY PARTNERS                                    1,686

       9              11         ROTHSCHILD & CO                                                 1,183

      10              1          LAZARD                                                          1,051

                                                               MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 19
South West

Summary                                                                              announced in November was the acquisition by Bath-
The South West has recorded a total of 528 deals in 2020,                            based publishing group Future of GoCo Group, an
representing a marginal decline of 2.8% compared to                                  Internet-based price comparison website for financial and
2019, although deal value fared less well, falling just over                         non-financial products, for £594m. GoCo is the company
23% from £13.5bn in 2019 to £10.4bn in 2020. Despite the                             behind GoCompare.com, Myvouchercodes.co.uk and
disruption caused by the Covid-19 lockdown at the start of                           LookAfterMyBills.com. Finally, in December, Bain Capital
Q2, activity in the region made a remarkable comeback,                               agreed to pay £530m for the savings & retirement and
with the 164 deals worth £3.6bn announced in Q4 2020                                 protection businesses of LV=. Under the terms of the
surpassing all other Q4 figures for the last ten years,                              deal, LV=’s With Profits business will be ring-fenced in a
proving the resilience of the M&A market in the South                                separate fund and closed to new business.
West. Whilst only one mega deal was reported in 2020,
compared to three in 2019, large cap deals were up by                                Industry
50% in volume and 66% in value. Valuations in the mid-                               Professional services was the most active industry
market declined by 28%, but only 9% in volume, whilst                                by deal volume, recording 182 deals in the year, an
small cap deals fell 11% by volume and rose 12% in value.                            increase of 48% on the 123 completed in the sector in
The South West accounted for 2.9% of all UK deal value                               2019. Values declined by 70% from £4.1bn to £1.23bn.
and 9% of deal volume.                                                               Remote working and home schooling during the lockdown
                                                                                     periods saw IT and tech businesses become valuable
Deals of the Year                                                                    commodities, leading to a 21% rise in the number of deals
Three of the largest South West deals were announced                                 in the infocomms sector, from 96 in 2019 to 116 in 2020.
in the final quarter of the year. In November, Wimborne-                             Valuations in this industry rose by 52% from £747m in
based Cobham sold its Aero Connectivity business to                                  2019 to £1.14bn in 2020. Manufacturing was the third
US firm Transdigm Group for £723m, in a transaction                                  most active sector, recording 114 deals, 13% fewer than in
described as “credit positive” for Cobham due to the                                 2019. Deal values were hard hit in this sector, falling 75%
substantial proceeds and high valuation multiple. Also                               to £1.5bn in 2020 from £5.9bn in 2019.

South West deals
2011 – 2020

                                                                              40000
700
                                                                              35000
600
                                                                              30000
500
                                                                              25000
400
                                                                              20000
300
                                                                              15000
200
                                                                              10000
100                                                                           5000

  0                                                                           0
       2011   2012   2013   2014   2015   2016   2017   2018   2019    2020

          Number of Deals          Value (£M)

Page 20 | MarketIQ United Kingdom and Republic of Ireland M&A Review
South West

Funding                                                       Advisers
Where funding arrangements were disclosed, private            Harrison Clark Rickerbys was the most active legal
equity accounted for 16% of the deals, consistent with        adviser of the year, advising on 35 deals, followed by BPE
2019’s results. The region attracted a wide of range          and Boyce Hatton on 13 deals each. Slaughter and May
of investors, with more than 100 investors supporting         took the top spot in the value table, followed by Norton
South West businesses in 2020. Business Growth Fund           Rose and Simpson Thacher & Bartlett in second and third.
topped the table as the most active with four investments,    BDO topped the volume table for financial advisers with
followed by Cornwall and Isles of Scilly Investment           62 deals with Hazlewoods in second position on 55 deals.
Fund and the recently launched Future Fund with three         PKF Francis Clark was in third place with 25 deals. A point
investments apiece. Debt-funded deals stood at 8.5% of        of interest here is a flurry of activity in the veterinary
announced deals, with HSBC and Shawbrook Bank the             care sector, which saw BDO and Hazlewoods advise on a
most active on eight deals each, followed by Santander        staggering 81 deals in which IVC Evidensia bolstered its
and NatWest.                                                  business operations through the acquisition of a number
                                                              of veterinary practices across the UK and Europe. In the
                                                              value tables, Barclays took number one position advising
                                                              on deals worth just over £5bn, followed by Morgan Stanley
                                                              on £4.8bn and Peel Hunt on £1.9bn.

Top ten deals: South West
2020

       Date        Consideration      Deal type     Target                          Bidder
                       (£m)

   18/03/2020          4,200            IBO         Viridor Ltd, Exeter             Planets UK Bidco Ltd
                                                                                    (KKR)

   24/11/2020          723           Acquisition    Cobham Aero                     TransDigm Group Inc, USA
                                                    Connectivity, from
                                                    Cobham Plc, Wimborne

   23/10/2020          647              IBO         McCarthy & Stone Plc,           Mastiff Bidco Ltd (Lone
                                                    Bournemouth                     Star Real Estate Fund)

   25/11/2020          594           Acquisition    GoCo Group plc, Newport         Future Plc, Bath

   06/02/2020          550           Divestment     Hargreaves Lansdown
                                                    Plc, Bristol

   15/12/2020          530              IBO         Liverpool Victoria              Bain Capital
                                                    Financial Services Ltd,
                                                    Bournemouth

   24/06/2020          300          Rights Issue    Unite Group Plc, Bristol

   06/04/2020          286          Rights Issue    WH Smith Plc, Swindon

   01/07/2020          182              IBO         Cello Health Plc, London        Pharma Value
                                                                                    Demonstration Bidco Ltd,
                                                                                    Bristol

   02/07/2020          180           Acquisition    Avon Polymer Products           DeLaval Holding BV, The
                                                    Ltd, Melksham                   Netherlands

                                                                      MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 21
South West

Legal adviser rankings

   Current rank         Previous rank         Legal adviser                  Volume1

          1                     1              HARRISON CLARK RICKERBYS        35

          2                     7              BPE SOLICITORS                  13

          3                      -             BOYCE HATTON                    13

          4                     2              TLT                             12

          5                      -             SQUIRE PATTON BOGGS             11

          6                     19             ROYDS WITHY KING                11

          7                     13             MICHELMORES                     10

          8                     5              PINSENT MASONS                  10

          9                     3              FOOT ANSTEY                     10

         10                     8              GATELEY                         10

   Current rank         Previous rank         Legal adviser                 Value (£m)

          1                     5              SLAUGHTER AND MAY              4,794

          2                     4              NORTON ROSE FULBRIGHT          4,315

          3                      -             SIMPSON THACHER & BARTLETT     4,200

          4                     3              WEIL GOTSHAL & MANGES          1,900

          5                      -             JONES DAY                       903

          6                     6              ASHURST                         604

          7                      -             SIMMONS & SIMMONS               599

          8                      -             MARRIOTT HARRISON               184

          9                      -             ROPES & GRAY                    182

         10                      -             MACFARLANES                     181

Page 22 | MarketIQ United Kingdom and Republic of Ireland M&A Review
South West

Financial adviser rankings

  Current rank   Previous rank   Financial adviser                                         Volume1

       1              6          BDO                                                          62

       2              1          HAZLEWOODS                                                   55

       3              2          PKF FRANCIS CLARK                                            25

       4              15         PEEL HUNT                                                    17

       5              4          RSM                                                          14

       6              7          KBS CORPORATE                                                13

       7              3          GRANT THORNTON                                               12

       8              5          BISHOP FLEMING                                               11

       9              8          BENCHMARK INTERNATIONAL                                       6

      10              9          NUMIS SECURITIES                                              5

  Current rank   Previous rank   Financial adviser                                       Value (£m)

       1              7          BARCLAYS                                                   5,036

       2              4          MORGAN STANLEY                                              4,794

       3              14         PEEL HUNT                                                  1,885

       4              8          NUMIS SECURITIES                                            1,528

       5              1          GOLDMAN SACHS                                               1,241

       6              6          ROTHSCHILD & CO                                             829

       7               -         EVERCORE PARTNERS                                           650

       8               -         DEUTSCHE BANK                                                647

       8               -         MOELIS & CO                                                  647

      10              3          JP MORGAN                                                   586

                                                           MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 23
East of England

Summary                                                                           company AstraZeneca agreeing to acquire Alexion
The initial impact of Covid-19 on M&A activity receded                            Pharmaceuticals, a US-based pharmaceutical company,
as we went further into 2020 when we look at the                                  in a cash and stock transaction valued at £29.2bn. Not
figures recorded for the year. The East of England total                          only were these two deals the largest transactions of the
of 550 deals was only 3% down on the 565 transactions                             year but also the two largest we have ever recorded in
recorded for the previous year – this was still the lowest                        the region. Naturally, there appeared to be uncertainty
yearly total since 2014 but was a strong return given                             in the markets following the initial lockdown in March
the market slump in Q2. Despite this, the outlook was                             2020. This saw many companies including Tesco, Ocado
positive for the region with deals values reaching £79.5bn,                       Group and Easyjet announce placings to strengthen their
a significant increase on the £20.3bn for the previous 12                         balance sheets. In the first half of 2020 these accounted
months – this being the highest figure recorded within the                        for the larger deals within the region. By the latter part of
last ten years and almost double the next best of £40.7bn                         2020, an apparent growth in confidence saw acquisitions
in 2016. Overall companies based in the East of England                           again come to the forefront of all M&A activity (accounting
have been involved in just under 9.4% of all UK deals                             for five of the six largest deals).
making it the fifth busiest region, while contributing over
22.5% of the total value, placing it behind only London.                          Industry
                                                                                  Manufacturing maintained its status as the East of
Deals of the Year                                                                 England’s most active industry in 2020, with the 154
This huge spike in total deal values for the East of                              announced deals representing 28% of the region’s M&A
England during 2020 is almost entirely down to two                                total. This was closely followed by professional services
transactions, as the region recorded the third and                                as the next best sector with 148 recorded (accounting
fourth biggest UK deals of 2020. The largest saw US-                              for almost 27% of deals within the region). In spite of the
based GPU hardware and software developer NVIDIA                                  global pandemic, total values have faired reasonably well,
Corp agree to acquire Cambridge semiconductor and                                 with ten out of the 19 industries we track recording a year
software design company ARM, from Softbank Group for                              on year increase - the professional services, infocomms,
£30.5bn. This was closely followed by Cambridge-based                             financial services, transport and agriculture, forestry and
multinational pharmaceutical and biopharmaceutical                                fishing sectors saw the largest growth.

East of England deals
2011 – 2020

700                                                                           90000
                                                                              80000
600
                                                                              70000
500
                                                                              60000
400                                                                           50000
300                                                                           40000
                                                                              30000
200
                                                                              20000
100                                                                           10000
  0                                                                           0
       2011   2012   2013    2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 24 | MarketIQ United Kingdom and Republic of Ireland M&A Review
East of England

Funding                                                        Advisers
Where detailed funding arrangements were disclosed, we         Ensors and KBS Corporate were the most active financial
recorded 117 deals – approximately 21% of all announced        advisers in 2020, each advising on 25 transactions,
transactions through 2020 – that were funded at least          with Grant Thornton in third position having been cited
in part by private equity. This is an increase on the 114      in 17. Morgan Stanley is in pole position in the value
private equity transactions recorded during 2019 (20%          table, advising on eight transactions totaling just under
share) with IQ Capital Partners being the lead provider in     £66bn. These included the two largest deals mentioned
five of these deals (approximately £72m in total). A total     above, where the global financial and investment
of 35 transactions were funded via bank debt, 25 less          banking company provided financial advice to Nvidia
than 2019’s total of 60. HSBC maintained its position as       and AstraZeneca, respectively. Freshfields Bruckhaus
the most active debt provider in the region after providing    Deringer topped the legal value standings, mainly as a
funding for four of these transactions. Reconstruction/        result of having provided legal advice to AstraZeneca in
refinancing transactions are now very much the norm            the same deal. The highest legal adviser by volume was
for companies which are trying to find a way through the       Mills & Reeve, advising on 37 transactions with a recorded
crisis – there were 18 new deals of this type announced        value of approximately £255m, ahead of Harrison Clark
in the region, 15 of which came post UK-lockdown. The          Rickerbys on 24 deals.
majority of all transactions were funded via cash, with the
233 deals funded this way representing almost 42% of all
2020 East of England deals.

Top ten deals: East of England
2020

       Date        Consideration      Deal type      Target                           Bidder
                       (£m)

   31/07/2020         30,500          Acquisition    Arm Ltd, Cambridge               NVIDIA Corp, USA

   14/12/2020          29,210         Acquisition    Alexion Pharmaceuticals          AstraZeneca Plc,
                                                     Inc, USA                         Cambridge

   09/03/2020          8,090          Acquisition    Malaysia and Thai                Charoen Pokphand Group
                                                     Businesses of Tesco Plc,         Co Ltd, Thailand
                                                     Welwyn Garden City

   25/08/2020          3,811          Acquisition    OSIsoft LLC, USA                 AVEVA Group Plc,
                                                                                      Cambridge

   21/05/2020          1,009         Rights Issue    Whitbread Plc, Dunstable

   11/08/2020           669           Acquisition    Kandy Therapeutics Ltd,          Bayer AG, Germany
                                                     Stevenage

   10/06/2020           657          Rights Issue    Ocado Group Plc, Hatfield

   28/04/2020           426              IBO         Jagex Ltd, Cambridge             Platinum Fortune LP, US

   25/06/2020           419          Rights Issue    Easyjet Plc, Luton

                                                     Horizon Discovery Group          Perkinelmer (UK) Holdings
   02/11/2020           296           Acquisition
                                                     Plc, Cambridge                   Ltd, Beaconsfield

                                                                        MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 25
East of England

Legal adviser rankings

   Current rank         Previous rank         Legal Adviser                        Volume1

          1                     1              MILLS & REEVE                         37

          2                     2              HARRISON CLARK RICKERBYS              24

          3                     3              BIRKETTS                              21

          4                     4              GATELEY                               18

          5                     7              PINSENT MASONS                        14

          6                     6              SHOOSMITHS                            11

          7                     11             KNIGHTS                               10

          8                      -             GOODWIN                                8

          9                     10             ADDLESHAW GODDARD                      8

         10                     13             TRAVERS SMITH                          7

   Current rank         Previous rank         Legal Adviser                       Value (£m)

          1                      -             FRESHFIELDS BRUCKHAUS DERINGER       37,301

          2                      -             HOGAN LOVELLS                       30,986

          3                      -             CLEARY GOTTLIEB STEEN & HAMILTON    30,488

          3                      -             LATHAM & WATKINS                    30,488

          3                      -             MORRISON & FOERSTER                 30,488

          6                     4              CLIFFORD CHANCE                      8,289

          7                     1              ASHURST                              4,211

          8                     15             GOODWIN                               854

          9                     3              LINKLATERS                            731

         10                      -             A&L GOODBODY                          683

Page 26 | MarketIQ United Kingdom and Republic of Ireland M&A Review
East of England

Financial adviser rankings

  Current rank   Previous rank   Financial adviser                                           Volume1

       1              3          ENSORS                                                         25

       2              4          KBS CORPORATE                                                  25

       3              2          GRANT THORNTON                                                 17

       4              1          RSM                                                            17

       5              7          BDO                                                            12

       6              5          MHA LARKING GOWEN                                              12

       7              14         BENCHMARK INTERNATIONAL                                        10

       7              18         HAZLEWOODS                                                     10

       9              24         NUMIS SECURITIES                                                9

      10               -         MORGAN STANLEY                                                  8

  Current rank   Previous rank   Financial adviser                                         Value (£m)

       1              7          MORGAN STANLEY                                               65,633

       2              2          GOLDMAN SACHS                                                39,903

       3               -         RAINE GROUP                                                  30,488

       3               -         ZAOUI & CO                                                   30,488

       5              5          EVERCORE PARTNERS                                            29,530

       6              8          BANK OF AMERICA MERRILL LYNCH                                29,351

       7              13         BARCLAYS                                                     8,699

       8               -         GREENHILL & CO                                               8,089

       9               -         LAZARD                                                       3,989

      10              15         PWC                                                           3,913

                                                             MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 27
The Midlands

Summary                                                                              issued and to be issued share capital at approximately
There have been few positives to take from the M&A                                   £945m. The offer from Electronic Arts was considered
figures for the Midlands region in 2020. Transaction                                 superior to an offer from US rival Take-Two Interactive
numbers dropped to 825 (from 989 in 2019), a fall of                                 Software. The next most notable transaction involved
17% - this was the smallest number recorded since                                    Aston Martin Lagonda Global Holdings, the independent
2014. Concurrently, deal values saw a 57% decrease to                                luxury car manufacturer based in Warwick, raising £536m
£6.6bn (falling from £15.3bn the previous year) – this                               through an equity issue, including a private placement
being the lowest value over the last decade. The effect of                           of shares. The net proceeds from the placing and rights
the Covid-19 global pandemic is obviously a huge factor                              issue will be used to improve liquidity and finance the
but many other regions appear to have reached parity in                              ramp up in production of DBX and the turnaround of the
terms of deal value year on year and in some cases have                              company's performance.
reported a significant positive spike. The overall decline
appears to be most severe in the small deals market,                                 Industry
while one bright note saw large deals increase by 23%                                Manufacturing remains the most active sector in the
in terms of volume, with this correlating to transaction                             Midlands on 223 transactions in 2020, some way ahead of
values rising to GB£3.8bn (from £3bn). Midlands-based                                wholesale and retail with 189 and professional services a
companies were involved in 14% of all UK deals in 2020,                              close third on 183 transactions. Nearly all the industries
making the region still the busiest outside of London and                            saw a decline in volume from 2019 and there was only
the South East, and contributed 1.9% to their total value.                           two that experienced an upturn; waste management (with
                                                                                     a 4% increase) and mining and quarrying (an 80% rise).
Deals of the Year                                                                    In respect of transaction values, there were only seven
The year’s biggest deal in the region saw American video-                            of the 19 sectors which reported an increase; the most
game company Electronic Arts reach an agreement to                                   notable of these being infocomms (where deals worth
acquire Codemasters Group Holdings, a Warwickshire-                                  £1.7bn were recorded), transport (£382m), mining and
based developer and publisher of video games. Under the                              quarrying (£213m) and public administration and defence
terms of the transaction, shareholders of Codemasters                                (£132m) reporting triple digit growth or more.
will receive 604p in cash per share valuing the entire

Midlands deals
2011 – 2020

                                                                              25000
1200

1000                                                                          20000

 800
                                                                              15000
 600
                                                                              10000
 400

                                                                              5000
 200

   0                                                                          0
        2011   2012   2013   2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 28 | MarketIQ United Kingdom and Republic of Ireland M&A Review
The Midlands

Funding                                                          Advisers
Where detailed funding arrangements were disclosed,              Gateley topped the legal adviser table in the Midlands
we recorded 88 acquisitive transactions that were                with 75 transactions, ahead of Harrison Clark Rickerbys
funded from newly agreed bank debt, down from 155                with 49 assists. In terms of value, Gowling WLG (advising
in 2019; HSBC remains the primary lender in the M&A              Codemasters amongst others) worked on deals with
market, funding 17 deals in all. Private equity is playing a     a total value of £965m, beating Addleshaw Goddard
proportionately higher role in the market, funding 16% of        (£668m) to the top position. The financial advisers were
all transactions, up from 12% in 2019 (134 deals in 2020,        led this time by KBS Corporate, which advised on 37
from 122 the previous year); Business Growth Fund was            transactions, with BDO (30) and Hazlewoods (26) in
most active, completing ten deals, with Midlands Engine          second and third positions, respectively. Liberum Capital
Investment Fund (on seven transactions) close behind.            (four deals) ranked highest in terms of deal values for
                                                                 an aggregate consideration of just over £1bn – they too
                                                                 assisted Codemasters in the biggest deal of the year.

Top ten deals: The Midlands
2020

       Date         Consideration       Deal type      Target                         Bidder
                        (£m)

   14/12/2020            945           Acquisition     Codemasters Group              Electronic Arts Inc, USA
                                                       Holdings Plc, Southam

   31/01/2020            536          Rights Issue     Aston Martin Lagonda
                                                       Global Holdings Plc,
                                                       Warwick

   07/10/2020            246           Acquisition     Fox's Biscuits Ltd (from       Ferrero SpA, Italy
                                                       Boparan Holdco Ltd,
                                                       Birmingham)

   06/05/2020            235          Rights Issue     National Express Group
                                                       Plc, Birmingham

   19/11/2020            212           Acquisition     Tapad Inc, USA                 Experian Plc, Nottingham

   08/01/2020            178           Acquisition     Certain Assets and             Breedon Group Plc,
                                                       Operations of CEMEX in         Breedon on the Hill
                                                       the UK, Rugby

   10/12/2020            144           Acquisition     Asset Alliance                 Arbuthnot Banking Group
                                                       Group Holdings Ltd,            Plc, London
                                                       Wolverhampton

   26/10/2020            138           Acquisition     Armitage Pet Care Ltd,         Spectrum Brands
                                                       Nottingham                     Holdings Inc, USA

   27/10/2020            125          Rights Issue     Aston Martin Lagonda
                                                       Global Holdings Plc,
                                                       Warwick

   09/01/2020            119           Divestment      Watches of Switzerland
                                                       Group Plc, Leicester

                                                                        MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 29
The Midlands

Legal adviser rankings

     Current rank        Previous rank        Legal adviser                                                          Volume1

            1                    1             GATELEY                                                                 75

            2                    3             HARRISON CLARK RICKERBYS                                                49

            3                    2             BROWNE JACOBSON                                                         32

            4                    6             PINSENT MASONS                                                          30

            5                    5             FREETHS                                                                 22

            6                   10             ADDLESHAW GODDARD                                                       20

            7                    9             EVERSHEDS SUTHERLAND                                                    20

            8                    7             KNIGHTS                                                                 20

            9                   11             SQUIRE PATTON BOGGS                                                     19

           10                   13             MILLS & REEVE                                                           19

     Current rank        Previous rank        Legal adviser                                                         Value (£m)

            1                   13             GOWLING WLG                                                             965

            2                    8             ADDLESHAW GODDARD                                                       668

            3                   14             DLA PIPER                                                               354

            4                    2             ASHURST                                                                 290

            5                   10             SQUIRE PATTON BOGGS                                                     235

            6                    3             SLAUGHTER AND MAY                                                       178

            7                    -             WALKER MORRIS                                                           139

            8                    -             DWF                                                                     126

            9                    -             PINSENT MASONS                                                          124

           10                    -             BROWNE JACOBSON                                                         121

1
    Where two advisers are tied, transaction deal values will constitute which of the advisers are ranked higher.

Page 30 | MarketIQ United Kingdom and Republic of Ireland M&A Review
The Midlands

Financial adviser rankings

     Current rank         Previous rank       Financial adviser                                                        Volume1

            1                    4             KBS CORPORATE                                                               37

            2                    2             BDO                                                                         30

            3                   10             HAZLEWOODS                                                                  26

            4                    1             RSM                                                                         24

            5                    3             GRANT THORNTON                                                              19

            6                    6             KPMG                                                                        19

            7                    7             MAZARS                                                                      16

            8                    9             SMITH COOPER CORPORATE FINANCE                                              11

            9                   16             BENCHMARK INTERNATIONAL                                                     11

            9                    -             DAINS CORPORATE FINANCE                                                     11

     Current rank        Previous rank        Financial adviser                                                      Value (£m)

            1                   13            LIBERUM CAPITAL                                                            1,037

            2                    -            JP MORGAN                                                                   661

            3                    -            DEUTSCHE BANK                                                               591

            4                    5            MORGAN STANLEY                                                             582

            5                   16            BARCLAYS                                                                   346

            6                    -            CENKOS SECURITIES                                                          296

            7                    2            ROTHSCHILD & CO                                                            221

            8                    -            STIFEL/KBW                                                                  218

            9                    -            FTI CONSULTING                                                              195

           10                    -            PWC                                                                         194

1
    Where two advisers are tied, transaction deal values will constitute which of the advisers are ranked higher.

                                                                                       MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 31
Yorkshire & Humber

Summary                                                                              has an enterprise value of £6.8bn on a debt-free and
Deal volume in the Yorkshire and Humber region saw                                   cash-free basis, is subject to regulatory approvals and is
a sharp fall in 2020, down 19% from 665 in 2019 to 538                               expected to complete in H1 2021. The apparent growth in
recorded for 2020 – the lowest number since 2015.                                    deal confidence was evident again in November with the
However, as was the case in other parts of the UK, a                                 second largest transaction seeing Croda International,
strong second half of the year offset some of those early                            a British speciality chemicals company based in Goole,
losses - there were 250 transactions announced up until                              acquire Fragrance Spanish Topco (doing business as
June, but this increased to 288 deals in the latter half of                          Iberchem), a Spanish developer and manufacturer
the year. At the same time deal values spiked from just                              of perfumes and cosmetics, animal feed, and flavour
short of £8bn in 2019 to £11.6bn this year, a very healthy                           blends, from investment company Eurazeo, for a total
45% increase. Yorkshire and Humber-based companies                                   consideration of approximately £733m.
were involved in 9.2% of all UK deals in 2020 and
contributed 3.3% to their total value.                                               Industry
                                                                                     Somewhat unsurprisingly given the current climate, the
Deals of the Year                                                                    region’s nine largest industries by volume all showed
Rights issues had dominated the top deals for the                                    signs of negative growth in relation to deal activity. In fact,
region within the first six months of 2020, as companies                             there were only five of the 19 sectors covered by Experian
conducted placements to raise cash for working capital                               where deal volumes increased in 2020 on a year on year
in the wake of Covid-19 disruption. However, acquisition                             basis, and just manufacturing (153), professional services
and buy-out activity was much stronger as the year                                   (140) and wholesale and retail (135) managed to break
progressed, with the largest deal announced seeing a                                 through the 100-deal barrier for the year. The big pluses
consortium comprising the Issa brothers, the Blackburn-                              in industry in terms of value were the wholesale and retail
based entrepreneurs behind forecourt and convenience                                 sector showing an increase from £776m to almost £7.5bn
retailer EG Group, and TDR Capital, the private equity                               (mainly as a result of the Asda deal), whilst the transport
firm, agree to acquire a majority shareholding in Asda                               industry also saw a substantial increase in deal value to
Stores, the Leeds-based retail subsidiary of Wal-Mart                                £305m, largely thanks to the capital raising performed by
Stores, an international supermarket group. The deal                                 Jet2’s owner, Dart Group.

Yorkshire & Humber deals
2011 – 2020

                                                                              14000
700

600                                                                           12000

500                                                                           10000

400                                                                           8000

300                                                                           6000

200                                                                           4000

100                                                                           2000

  0                                                                           0
       2011   2012   2013    2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 32 | MarketIQ United Kingdom and Republic of Ireland M&A Review
Yorkshire & Humber

Funding                                                        funding for all new deals suggesting a slight shift away
Where funding arrangements were disclosed, we                  from debt funding towards private equity.
recorded a total of 65 transactions that were funded at
least in part via new bank debt; down from 107 over the        Advisers
same period in 2019. HSBC has been the region’s most           KBS Corporate has been the most active financial adviser
active lender so far providing funding for 14 transactions,    so far in 2020 having advised on 15 transactions (they
with alternative lender ThinCats rising above the more         were 3rd in the same rankings in 2019); just ahead of
traditional lenders (Barclays, Lloyds, NatWest) providing      RSM and Grant Thornton who were cited in 13 and 12
funding for a further five deals. Private equity has been      deals, respectively. Morgan Stanley was the lead financial
a prominent source of funding in the region having been        adviser by value advising on three transactions for a
involved in funding 85 transactions so far this year,          combined consideration of £8.2bn - these include advising
making it the second most common source of funding             the Issa Brothers/TDR Capital consortium and Croda
for new deals behind cash (216). While the raw number          International. Kirkland & Ellis are at the top of the legal
of deals funded via private equity may have fallen, the        value rankings having provided advice on five deals for
proportion of deals funded via this method has remained        an aggregate consideration of £6.8bn. The highest legal
constant (16%) compared with 2019 - when it was on par         adviser by volume was Clarion Solicitors having advised
with new bank debt. We now have a situation in 2020            on 31 transactions, edging out Squire Patton Boggs and
where bank debt only accounts for just over 12% of the         Schofield Sweeney, both on 25 deals apiece.

Top ten deals: Yorkshire & Humber
2020

       Date        Consideration       Deal type     Target                            Bidder
                       (£m)

   02/10/2020          6,800              IBO        Asda Stores Ltd, Leeds            Issa Brothers and TDR
                                                                                       Capital

   18/11/2020           733           Acquisition    Fragrance Spanish Topco           Croda International Plc,
                                                     SL, Spain                         Goole

   23/11/2020           648         Minority Stake   Humber Gateway Offshore           Greencoat UK Wind Plc,
                                                     Windfarm, Grimsby                 London

   07/10/2020           246           Acquisition    Fox's Biscuits Ltd,               Ferrero SpA, Italy
                                                     Wakefield

   09/11/2020           200           Acquisition    Countrywide Plc,                  Skipton Group Holdings
                                                     Chelmsford                        Ltd, Skipton

   15/12/2020           193           Acquisition    Drax Generation Enterprise        VPI Holding Ltd, London
                                                     Ltd, Aberdeen (from Drax
                                                     Power Group Ltd, Selby)

   22/10/2020           172           Rights Issue   ITM Power Plc, Sheffield

   20/05/2020           172           Rights Issue   Dart Group Plc, Leeds

   19/06/2020           156               IBO        Rosemont Pharmaceuticals          Inflexion Private Equity,
                                                     Ltd, Leeds                        London

   07/05/2020           120           Rights Issue   Polypipe Group Ltd,
                                                     Doncaster

                                                                        MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 33
Yorkshire & Humber

Legal adviser rankings

   Current rank         Previous rank         Legal adviser                      Volume1

          1                     1              CLARION SOLICITORS                  31

          2                     4              SQUIRE PATTON BOGGS                 25

          3                     2              SCHOFIELD SWEENEY                   25

          4                     5              FREETHS                             24

          5                     6              ADDLESHAW GODDARD                   23

          6                     7              WARD HADAWAY                        20

          7                     3              GATELEY                             20

          8                     13             PINSENT MASONS                      18

          9                     21             SHOOSMITHS                          15

         10                     11             GORDONS                             14

   Current rank         Previous rank         Legal adviser                     Value (£m)

          1                     18             KIRKLAND & ELLIS                   6,800

          2                      -             NORTON ROSE FULBRIGHT               747

          3                      -             FRESHFIELDS BRUCKHAUS DERINGER      733

          4                     11             CMS                                 653

          5                     3              ADDLESHAW GODDARD                   550

          6                     5              DLA PIPER                           308

          7                      -             CLIFFORD CHANCE                     200

          8                      -             BURGES SALMON                       172

          9                     4              SQUIRE PATTON BOGGS                 169

         10                      -             MACFARLANES                         156

Page 34 | MarketIQ United Kingdom and Republic of Ireland M&A Review
Yorkshire & Humber

Financial adviser rankings

     Current rank         Previous rank       Financial adviser                                                        Volume1

            1                    3             KBS CORPORATE                                                               15

            2                    2             RSM                                                                         13

            3                    1             GRANT THORNTON                                                              12

            4                    8             MAZARS                                                                      12

            5                   11             HAZLEWOODS                                                                  12

            6                    5             BDO                                                                         11

            7                    4             KPMG                                                                        10

            8                   18             ALANTRA                                                                     9

            9                   15             NUMIS SECURITIES                                                            8

           10                    6             BHP CORPORATE FINANCE                                                       8

     Current rank        Previous rank        Financial adviser                                                      Value (£m)

            1                    -            MORGAN STANLEY                                                             8,181

            2                    3            BARCLAYS                                                                   7,236

            3                    1            ROTHSCHILD & CO                                                           6,800

            4                    -            HSBC                                                                       905

            5                   10            LAZARD                                                                     733

            6                   15            CENKOS SECURITIES                                                           281

            7                    7            NUMIS SECURITIES                                                            275

            8                    -            JEFFERIES                                                                  200

            8                    -            EVERCORE                                                                   200

           10                    -            INVESTEC BANK                                                               186

1
    Where two advisers are tied, transaction deal values will constitute which of the advisers are ranked higher.

                                                                                       MarketIQ United Kingdom and Republic of Ireland M&A Review | Page 35
North West

Summary                                                                              recommended cash offer to acquire Manchester-based
The North West closed 2020 on a positive note. Having                                Calisen for £1.4bn. The deal sees Calisen, which provides
experienced a sharp drop in deal volumes in Q2 as                                    energy meters and meter reading services, return to
the impact of Covid-19 first started to take hold of the                             private ownership less than a year after its IPO, with
market, Q3 and Q4 both saw an upward trend in volume,                                the offer price of 240p per share just 21p higher than
as the region's professionals adapted to deal making in                              when it floated. Communications group TalkTalk agreed
exceptional circumstances. The last quarter of 2020 saw                              a £1.1bn offer from Toscafund and Penta Capital. Tosca
the announcement of 205 deals, an increase of 20% on                                 and Penta believe that continuing to operate in the public
the 171 deals in Q3. Overall, the region recorded 695 deals                          listed markets would not be in TalkTalk’s best interests,
in the year, approximately 20% fewer than the 861 done                               and that it’s investment strategy and long term growth
in 2019 but deal values bucked the trend, with the £15bn                             can be better supported by access to equity and debt
worth of deals in 2020 double the value recorded in 2019.                            financing structures that are not readily available to listed
The region logged four mega deals in 2020, of which two                              companies. Other deals of note in the final quarter include
were announced in December, as people looked forward                                 the acquisition by Euro Garages of the OMV filling station
to a day’s respite from the harsh restrictions imposed for                           business in Germany for £558m, whilst in the retail
much of the year. Large cap deals remained unaffected,                               sector, JD Sports increased its presence in the USA with
with deals up 11% in volume and 9% in value in                                       the acquisition of the Shoe Palace Corp in California for
comparison to the previous year. It was a similar picture                            around £510m.
in the mid-market, with 77 deals recorded in 2020, down
two from the 79 announced in 2019. Deals below £10m in                               Industry
value bore the brunt of the downturn, with volumes 26%                               Although the volumes of deals across all industries
lower and values 41% lower than in the previous year. The                            declined as a result of reduced activity, deal values rose
North West accounted for 4.2% of all UK deal value and                               significantly in many sectors, suggesting resilient equity
11.9% of deal volume.                                                                valuations despite the subdued market. The highest
                                                                                     volume of deals done were in the professional services
Deals of the Year                                                                    sector, even though volume and value registered a fall of
Two of the region’s largest deals, both announced in                                 14% and 24% respectively. Wholesale and retail recorded
December, saw listed North West companies prepare                                    152 deals worth £7.8bn, which is a 23% drop in volume
to be taken into private ownership. A consortium of                                  on 2019, but an increase in value of more than 200%.
investors including Global Energy & Power Infrastructure                             Manufacturing continued to perform well, with 150 deals
Fund, Ninteenth Investment Company and West Street                                   worth £4.5bn announced in 2020, a decline of 32% in
International Infrastructure Partners, agreed terms on a                             volume and a rise of 82% in value from the previous

North West deals
2011 – 2020

1000                                                                          20000
 900                                                                          18000
 800                                                                          16000
 700                                                                          14000
 600                                                                          12000
 500                                                                          10000
 400                                                                          8000
 300                                                                          6000
 200                                                                          4000
 100                                                                          2000
   0                                                                          0
        2011   2012   2013   2014   2015   2016   2017   2018   2019   2020

           Number of Deals          Value (£M)

Page 36 | MarketIQ United Kingdom and Republic of Ireland M&A Review
You can also read