At the end of April, ECI backed Citation announced the acquisition of QMS, a UK leading accredited ISO certification organisation. The acquisition of QMS allows Citation, one of the UK’s leading Health & Safety, Employment Law and HR Service providers, to enhance its range of services, adding accredited ISO certification to its offering, whilst also increasing Citation’s client base by two thirds, from 9,000 to more than 15,000.
Liberty provided acquisition support to Citation and ECI during the process, assisting them with:
- Development of a financial model for QMS – as an owner/ managed business QMS did not have sophisticated monthly reporting. Working with monthly P&Ls, client KPIs and annual accounts we developed a flexible financial model incorporating 3 years actuals plus 3 years forecasts.
- Development of a consolidation model to combine with existing business – allowed the team to look at scenarios once combined with the existing business.
- Overlay of deal structure and bank covenants – the business was refinanced as part of the transaction so we modelled new financial covenants.
- Management of debt refinance – from putting together a bank presentation to liaising on the models and covenants and finally assisting the legal documentation process.
- Liaising with the vendor – at times during the process we were able to smooth things along by being an intermediary with the vendor.
- Commercial input into legal documentation – commercial input and support on the legal documentation.
- General transaction management – managing parties lists, team update calls, timetables as well as proving a central “go to“ contact point of all parties involved in the process. In a complex transaction we were able to provide a commercial overview to all aspects of the process.
Chris Morris, CEO Citation Group:
“Making an acquisition imposes significant additional workload on a management team, and can easily drag the focus away from the day to day business. Working with Liberty took a lot of heavy lifting away. They not only provided the additional financial support on modelling, they also managed the refinancing with our incumbent bank, and generally kept the process on track with the vendor, due diligence and legals. They were efficient, practical and diligent and an invaluable support to me and my team.”
Richard Chapman, Partner ECI:
“Liberty provided valuable support to us and the management team during the QMS transaction. It was a reasonably large portfolio acquisition and it had a number of complexities, but Liberty had the experience to effectively manage the various parties and processes to bring the transaction to completion.”