AI Magazine March 2016 uk by AI Global Media

www.acquisition-intl.com • March 2016

CEO of the Year, Healthcare & Technology We speak to Kishore Sankla, CEO at Solutions 4 Health, a highly innovative company, with three key divisions: Healthcare, Information Systems and iTelehealth Services. /12

Extracting Value from Sustainability Requirements We caught up with Neil Mockett at Crowe Horwath who advises us about not gambling on waiting for regulation to require you to run a sustainable business. He says, start differentiating your business now. /16

2016’s Top 50 Consultants We speak to Edmund Hatton (left) at Sator Regulatory Consulting Limited, a Jersey based, leading regulatory consulting firm focussing on the Risk, Governance and Compliance space. /19

Outstanding Women in Business We spoke to Leila Khan, a Self-Mastery and Leadership Expert, on how women are gaining increasing access to the previously male dominated corporate landscape. /35

Clever Marine Services We speak to Sven Fromm at Clever Marine Services Ltd (CMS), based on the Isle of Man and is since 2009 providing its clients with ‘Fast and Professional Solutions with reasonable and predictable pricing’, for any marine related maintenance or repair task. /40

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Contents

Editor’s Comment The UK 2016 Budget is good news for M&A according to Avondale, who said this affects business sales and acquisitions positively. Capital Gains Tax (CGT) will reduce from 28% to 20% for higher rate taxpayers and from 18% to 10% for basic rate taxpayers they said. In other comment, most buyers seek to mitigate risk in M&A by considering a mixture of commercial, financial, tax and legal due diligence with warranties and indemnities in the legal documentation as revealed in a special article from Christopher Benjamin and Katharina Hoefs at Stevens & Bolton LLP. However, the number of M&A deals completed* in the first quarter of 2016 was the lowest for two years according to Willis Towers Watson’s recent Quarterly Deal Performance Monitor (QDPM) in partnership with Cass Business School. In other news, a recent acquisition reaffirms Zenith Hygiene’s position as the UK’s largest independent manufacturer and supplier of cleaning products and Andrew Page is set to become Britain’s leading distributor of Japanese and Korean car parts after acquiring a specialist rival. Elsewhere n this month’s edition, one focus is on Outstanding Women in Business, as Women’s empowerment has been front and centre so far during 2016 as an increasing number of women have been invested in by huge companies as well as investing in businesses themselves. We spoke to Leila Khan, a Self-Mastery and Leadership Expert, on how women are gaining increasing access to the previously male dominated corporate landscape.

CEO of the Year, Healthcare & Technology We speak to Kishore Sankla, CEO at Solutions 4 Health is a highly innovative company, with three key divisions: Healthcare, Information Systems and Telehealth Services. /12

News /4

4/ News

The latest news stories from around the world.

10/ Sector Talk: Real Estate 12/ CEO of the Year, Healthcare & Technology

I hope you enjoy reading this edition, which includes a wide array of UK features, including Ones to Watch for 2016: The Best Boutique Law Firms, Best Capital Allowance & Tax Recovery Firm - UK, Best for Corporate Tax Planning & Compliance - London and also Managing the Risks of the Corporate World.

Sector Talk /10

14/ How Asset-Based Lending Is Fuelling Growth

with Bureau van Dijk & Zephyr - Real Estate.

16/ Extracting Value from Sustainability Requirements 19/ 2016’s Top 50 Consultants

Ones to Watch for 2016: /29 The Best Boutique Law Firms - S&O Partnership

Jonathan Miles, Editor Jonathan.Miles@ai-globalmedia.com

What Happens After You Put All Your Eggs In One Basket? /33

No information contained on or in this website constitutes investment advice or an offer to invest or to provide management services and is subject to correction, completion and amendment without notice. Neither AI nor any of its associated entities are authorised to give financial advice of any nature nor are they regulated by the Financial Services Authority.

Outstanding Women in Business, Scotland /35

Prior to making any investment, AI recommends that any prospective investor should consult with its own investment, accounting, legal and tax advisers to evaluate independently the risks, consequences and suitability of that investment.

Leila Khan - Life is Today Academy.

21/ Intralinks Acquires Cloud Infrastructure Company Verilume 23/ Best for Corporate Tax Planning & Compliance - London 24/ Best Property Capital Allowance & Tax Recovery Firm - UK 29/ Ones to Watch for 2016: The Best Boutique Law Firms - Couchmans LLP 30/ Arbitration 33/ What Happens After You Put All Your Eggs in One Basket? 35/ Outstanding Women in Business, Scotland 36/ Famous for Celebrity Tax Advice

How to get in touch AI welcomes news and views from its readers. Correspondence should be sent to; Address/ Acquisition International, First Floor Suite F, The Maltsters, 1-2 Wetmore Road, Burton on Trent, Staffordshire, DE14 1LS. Tel/ +44 (0) 1283 712447 Email/ reception@acquisition-intl.com Website/ www.acquisition-intl.com

39/ Most Innovative Tax Firm - London Find us on/

40/ Clever Marine Services Ltd 45/ The Power of Outsourcing 47/ Most Innovative Law Firms of 2016

Acquisition International - March 2016 3

News: from around the world

Andrew Page acquires Solid Auto (UK) Ltd and announces annual results Andrew Page is set to become Britain’s leading distributor of Japanese and Korean car parts after acquiring a specialist rival. The fast-growing Leeds headquartered business has bought Solid Auto (UK) for an undisclosed sum as part of its growth strategy in the car parts market. Significantly, the acquisition will also strengthen Andrew Page’s sourcing capability in China and the Far East. Chairman Jim Sumner said, “Birmingham-based Solid Auto has established a very good reputation as a specialist supplier over the last three decades”. Japanese and Korean cars make up around 20 per cent of the UK car market. Jim Sumner said: “We are very strong in American, UK and European marques. There is a very good growth opportunity for us in Japanese and Korean car parts. We are actively pursuing a differentiation strategy. Our key brands are increasingly differentiated from what competitors are offering and acquiring Solid Auto drives that further. Our goal is to be the UK’s leading specialist Japanese and Korean car parts player.” Mark Price, managing director of Solid Auto, said: “I am confident there will be significant benefits across the group given our expertise in Far East sourcing and detailed understanding of the market. “I believe there is a great cultural fit between Andrew Page and Solid Auto.” Andrew Page, which is owned by Colton Mill Holdings, has also published new annual results showing a 12 per cent increase in turnover to £192m.In the first full year since its refinancing in 2014, the company reported a doubling of core earnings to £9.6m* in the 12 months to September 30th2015. “We are delighted with the trading performance,” said Mark Saunders, chief executive. “It is the result of a lot of hard work by the whole team at Andrew Page for which I am very grateful.” Andrew Page invested £15m in the last financial year as it prepares for growth in turnover and profitability. It has invested nearly £8m in a 500-strong fleet of new vans. These are installed with the latest telemetry systems to dramatically improve the efficiency of distribution operations. Mark Saunders said: “It’s amazing the message this sends to our market place when they see shiny new vans turning up.” The company also invested more than £1m in a state-of-the-art telephony system to transform communications across the business, which has 108 sites and 2,300 staff. In addition, it has increased

4 Acquisition International - March 2016

capacity by 40 per cent at its central distribution centre at Markham Vale, off the M1, boosting its ability to constantly refresh its stock and serve the online market and expanding network of retail outlets. Andrew Page has invested £500,000 in a new online platform retail.andrewpage.com and mobile phone technology to feed changing consumer demand. Finally, it added 21 new sites with the acquisition of select assets from Unipart Automotive in July 2014.

Mark Saunders concluded: “You can see the culmination of these improvements in the results, the first since our refinancing. We have a growth strategy, a wonderful distribution network with overnight capability and we remain very optimistic about the future.” *Earnings before interest, depreciation and amortisation

News: from around the world

Evander Glazing & Locks Acquired by VPS, the Vacant Property, Site Security and Property Services Specialists Evander Glazing & Locks (Evander), the nationwide 24/7 emergency response and repair provider of glazing and locks, has been acquired by VPS, the vacant property, site security and property services specialists. VPS has acquired Evander from Bridgepoint Development Capital (BDC) and Lloyds Development Capital (LDC), who have co-owned the business since 2011. Headquartered in the UK, the VPS Group leads the European vacant property services market, providing a full suite of specialist solutions across the complete property lifecycle, as well as offering a wide range of services covering remote sites and occupied property. Its activities cover security solutions (including its award-winning SmartAlarm® product range, CCTV, steel screens, manned guarding and live-in guardians), and property management (clearing, cleaning, waste disposal, maintenance and grounds services). Key customers include social housing organisations and wide range of commercial customers, such as property managers, retailers, industrial, construction and infrastructure companies. It has a national network of 20 depots in the UK and operations across mainland Europe including France, The Netherlands, Germany, Spain and Italy. VPS has more than 1,100 employees, with 750 based in the UK. Evander, headquartered in Norwich, is the UK’s leading nationwide emergency response glazing and locks business. Through its national infrastructure of 19 depots and 297 engineers, it provides 24/7 response and fulfilment services to both the insurance and commercial sectors as well as direct to consumers. Two thirds of its business comes from the insurance sector and include the largest domestic home insurers in the UK. Commenting on the acquisition, VPS Group CEO Mark Silver said: ‘Evander’s excellent reputation for providing responsive security services is a great fit to our market-leading property security and services

business. With very similar customer requirements and challenges, we are confident that by working together we can expand both our operational spread and develop into new segments, as well as being able to enhance our services offering to our shared customer base. We look forward to working with the Evander team to expedite this.’ Rick Francis, CEO of Evander, added: ‘The business will benefit significantly from becoming part of a larger platform with ambitious plans for growth in the sectors we operate. It will allow us to accelerate the level of innovation to the services we currently provide and to extend a wider range of services to our client base. Our team are delighted to be joining a business that has substantial opportunities for growth. Advisers involved in the transaction included: • for VPS: PWC (Financial), Mishcon de Reya (legal) • for BDC and LDC: Clearwater (M&A), Travers Smith (legal)

When 2 Become Forefront - The Merger As of September 2015, WSS Digital and B8Solutions are proud to be merging together to become a new lease of life… Forefront Digital. Leading Digital Development and Online Marketing Agency Two of the leading digital development and online marketing agencies have combined to provide their clients with a truly full service solution. Our combined client list, extensive experience and passion for the digital marketplace is a guaranteed recipe for success. Innovative Full Service Digital Solutions B8 were previously located in Chelmsford and WSS in Southend, with the merger of Forefront brings with it a plush office suite located in Rayleigh, Essex and a new focus on delivering innovative full service digital solutions. The founder of WSS Digital, Chris Weller as well as the founder of B8 Solutions, Stuart Barnett will continue their positions as managing directors. Wider capabilities and Offerings to our Clients The formation of Forefront means that the agency can provide far wider capabilities and offerings to all its clients. Forefront can now offer a broader range of services across creative, user experience, content strategy, website development and digital marketing. Chris Weller, director said: “With over 40 years combined experience in design, development and digital marketing the merger between WSS Digital and B8 Solutions is a very exciting one. Some clients have the perception that the bigger you are, the worse you get. We try and break that down. Web development and digital marketing is not an art anymore; it’s a science. We are passionate about data and believe that it informs great creativity. We aim to educate our clients that digital development and online marketing is an investment, not a cost and we aim to speak in a language our clients understand.” Stuart Barnet, Director said; “We’re very excited to be joining forces with WSS Digital, a successful and highly regarded digital marketing agency. Our core goal is to create innovative new opportunities for our clients, by bringing creativity, marketing and development technology together.”

Acquisition International - March 2016 5

News: from around the world

Energist Medical Group swoops on beleaguered Chromogenex WESTBRIDGE CAPITAL portfolio company Energist Medical Group has bought part of beleaguered Chromogenex Technologies Limited, the Llanelli-headquartered business that recently went into administration.

Swansea-based Energist has acquired global rights outside the USA to the Chromogenex name and a range of well-recognised i-Lipo brands and products established by Chromogenex over the past decade. Energist is a leading player in the medical aesthetic equipment industry, manufacturing a range of plasma, laser and light-based products used for the removal of hair and the reduction of fine lines, wrinkles, acne and veins. Max Humber, Group CEO at Energist Medical Group, said: “Strategically, this deal is perfect for Energist. The products we’ve acquired from the Administrator are predominantly used for the non-invasive reduction of fat so they’re a perfect complement to our existing product portfolio.

6 Acquisition International - March 2016

“By securing the R&D and IP rights to well established systems like i-Lipo, we’ll be able to fully exploit the surge in demand for laser-based procedures around the globe, especially in countries that are only just starting to embrace aesthetic treatments.

WestBridge Capital partner Sandy Smart, who is also chairman of Energist, said: “Our strategic plans for Energist have always included an aggressive programme of new product development. This will be accelerated with the acquisition of these leading technologies from Chromogenex.”

“Suppliers, customers, distributors and end users such as doctors and beauty clinics can rest assured that the i-Lipo products previously supplied by Chromogenex will still be available.”

Energist targets the medical and beauty markets through a global network of distributors and medical practitioners. It currently has over 8,000 systems in use in 70 countries.

The deal has the full backing of WestBridge Capital and Beaubridge Ltd, which funded a secondary buy out of Energist in 2012.

Company turnover for 2016 is projected to exceed £4 million and grow significantly as a result of the acquisition.

News: from around the world

Markit to Acquire Fitch's CDS Pricing Service Markit (Nasdaq:MRKT), a leading global provider of financial information services, announced it has acquired the credit default swap (CDS) pricing service of Fitch Solutions. The transaction closed on 16th March. Financial terms were not disclosed.

The acquisition reinforces Markit’s long-standing commitment to and leadership in the credit markets as a premier service provider. As part of the agreement, Fitch Solutions will integrate Markit CDS Pricing as a critical component of its risk analytics, implied ratings and other derived services. This will allow Fitch Solutions to use the best CDS data available in its services. Ed Chidsey, global head of pricing and reference data at Markit, said: “We’re excited to expand our capabilities as a leading service provider to the credit markets. Our agreement with Fitch is an essential part of this expansion and we look forward to working with Fitch and their clients.”

Brian Filanowski, Global Head of Product, Fitch Solutions, said: “Fitch continues to strengthen and expand its information services business, and this agreement aligns with our strategic focus on delivering clients a world class platform for data, research, ratings and analytics.” Markit provides independent pricing of CDS single names, indices and tranches to support price discovery, risk management, compliance, research and valuations. Markit’s CDS pricing service is driven by contributed CDS data from market makers’ official books of record, live quotes and clearing submissions and results.

2016 UK Budget - Good News for M&A George Osborne presented his 2016 budget yesterday and no doubt you will have read articles and emails covering the salient points. But how does this affect business sales and acquisitions? According to Avondale, “positively because Capital Gains Tax (CGT) will reduce from 28% to 20% for higher rate taxpayers and from 18% to 10% for basic rate taxpayers. “More importantly, contrary to much speculation about negative changes to Entrepreneurs Relief, (which reduces CGT to 10% on the sale of qualifying business assets) it has been extended to family members to allow for easier family succession in privately owned business. Perhaps of greater surprise to many commentators, he has also extended this to investors in qualifying businesses, whereas previously the relief was only available to officers or employees of a company holding shares in it, although this group has a longer qualifying period of three years. “This is encouraging those seeking a business exit as they stand to pay less tax on a company sale. This combined with the current highly active M&A market, which is driving both deal values and volumes makes this a lucrative time to consider a business sale. “Reducing tax liabilities and achieving optimum exit value takes careful, advance planning. Talk to us, in confidence, about your objectives.”

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M&A: Pause for Breath or Plateau? First quarter 2016 M&A remains strong but sees lower volumes and a significant drop in market performance.

The number of M&A deals completed* in the first quarter of 2016 was the lowest for two years according to Willis Towers Watson’s Quarterly Deal Performance Monitor (QDPM). The research, run in partnership with Cass Business School, shows that despite the fall in completed deals over $100m this quarter (174) compared to 233 in Q1 2015 (and 307 in Q4 2015), financial outperformance for companies completing M&A deals remains positive at 2.6 percentage points (pp) above the MSCI World Index. However, this is still significantly below the three-year rolling average of 5.8pp, and last year’s Q1 figures of 3.2pp. A regional breakdown of M&A deals shows Asian acquirers have maintained the top spot in the performance league, with their outperformance of 22.9pp above their regional index. Acquirers from Europe outperformed by 5.5pp above their regional index, but have declined in the last two quarters, and are followed by North American acquirers which underperformed their index at -3.1pp. This is the first time North American acquirers have underperformed for two consecutive quarters since the same period in 2012. Steve Allan, Human Capital M&A Practice Leader (EMEA) at Willis Towers Watson, said: “North America’s underperformance could be the sneeze that starts a worldwide M&A cold, however it could be just a regional phenomenon. The research shows an apparent correlation between US election years and M&A underperformance in the first two quarters; this having also occurred in both 2012 and 2008. Deal completion volumes traditionally drop off in the first quarter of the year so it is no surprise that we are seeing a drop from last year’s record levels. It is therefore an open question whether the drop in volumes and the drop in North American performance figures signals a true downturn in the M&A market performance, or just a reflection of the uncertainty currently seen in the region and where we are in the annual deal cycle.”

outperformance of slow deals nearly doubled from 3.2pp Q1 2015 to 5.9pp this quarter. Steve Allan said: “The outperformance of the cross-sector, cross-border and cross-regional deals compared to domestic deals, shows that those prepared to be bold are still reaping the rewards. But quick deals, traditionally those that are domestic or intra sector, creeping into negative performance could serve as a warning sign for those looking for industry consolidation opportunities.” According to the QDPM research, the number of mega-deals (over $10 billion) is up in Q1 2016 with six deals completed compared to four in Q1 2015, an all-time high for any first quarter since our analysis began in 2008. Steve Allan said: “Mega deal M&A activity has increased unabated with deals closing despite the economic turmoil. But as deal volume overall decreases, it will be interesting to see if the drop in smaller deals is a leading indicator that we are reaching the crest of the M&A wave. While M&A activity remains high, it is too early to say if we have just paused for breath before an upturn in Q2 or if we have reached a plateau in activity and are at a turning point. Either way with M&A deals still outperforming the world index, acquisitions are likely to remain an attractive growth strategy for many companies in the year to come.”

Zenith Hygiene Group plc acquires Rose Hygiene Products Acquisition reaffirms Zenith Hygiene’s position as the UK’s largest independent manufacturer and supplier of cleaning products Zenith Hygiene Group, the UK’s largest independent manufacturer and supplier of cleaning and hygiene chemicals and products, is delighted to announce the acquisition of Rose Hygiene Products Ltd, a supplier of hygiene products and systems, based in Ipswich and Doncaster for an undisclosed sum, further strengthening Zenith Hygiene’s existing national footprint. Founded over 20 years ago by owner and Managing Director Jamin Wilson, Rose Hygiene Products supplies Hotels, Restaurants, Care Homes, Hospitals, Schools, Sports Facilities, and Public Sector Bodies with cleaning and hygiene products and systems. Rose Hygiene Products will come under the Zenith Hygiene Group brand name and Jamin Wilson will join Zenith’s operational Board. Ringo Francis, Zenith Hygiene Group CEO, said “We are delighted to welcome Jamin and his team to the growing Zenith family. We are confident that the two businesses are a great fit and we are looking forward to demonstrating to Rose’s loyal customers that together we can continue to provide the exemplary service to which they are accustomed. Our customers will also be able to benefit from the experience, services and product capability of Rose. Going forward, we will continue to look for opportunities to expand our business nationally and drive further growth.” Jamin Wilson, Rose Product Hygiene ltd CEO added: “We are really excited to be joining Zenith Hygiene. It is clear that we share the same values in building very strong customer relationships, by providing a first class service and listening to what they require. This has underpinned both companies’ growth and impressive customer retention. Like us, Zenith Hygiene also has a family-based culture, with many of the original team still working with them.”

According to the research, cross-border, crossregional and cross-sector deals outperformed the index** by 4.9pp, 4.9pp and 3.3pp respectively compared to domestic, intra-regional and intrasector outperformance of 0.4pp, 1.7pp and 2.6pp respectively. In addition, quick deals in Q1 2016 underperformed compared to Q1 2015, whilst the Acquisition International - March 2016 9

Real Estate Company: Bureau van Dijk E-Mail: bvd@bvdinfo.com Web Address: www.bvdinfo.com

The value of mergers and acquisitions targeting real estate companies declined in the second half of 2015 as value reached its lowest level since H2 2012. Despite this, the first half of the year saw a lot of investment, meaning 2015 represented an improvement on 2014 overall. In total there were 2,605 deals worth a combined USD 72,723 million announced during the second half of 2015, according to Zephyr, the M&A database published by Bureau van Dijk. In terms of value this represents a 21 per cent decline on the USD 92,333 million invested in the opening six months of the year. By contrast, volume increased 3 per cent from 2,539 to 2,605 over the same timeframe. 2016 has started quietly; in the opening two months of the year there were 974 deals worth USD 13,604 million. If results continue on this trajectory to the end of June value looks likely to decline for the second consecutive six-month period, although this would be contrasted with an increase in deal volume. Nevertheless, it is worth noting the slow start to deal making witnessed worldwide across all sectors in 2016 and many will be expecting market activity to pick up as the year goes on. As attested to by the increase in real estate deal volume, there is clearly an appetite for deals. However, value is being held down by the lack of large individual considerations. As always, it is these bigger transactions which have the most impact on overall investment levels for a period. This is not to say no mega deals have been signed off in 2016 as yet. On the contrary; thus far two transactions worth over USD 1,000 million targeting real estate companies have been announced since the start of January. The most valuable of these is worth

USD 2,800 million and took the form of a majority stake purchase in US non-residential real estate investment trust Rouse Properties by Brookfield Asset Management. The firm picked up a 67 per cent holding as part of the transaction. This deal was followed by a USD 1,287 million acquisition of British Virgin Islands-based SEA (BVI) by an unnamed wholly-owned subsidiary of Profit Plus Global. More deals of a similar size should help push aggregate values back to the levels witnessed in previous years if they are signed off by the end of June. A range of regions were targeted in 2016’s top ten real estate deals by value to date, with countries including Korea, Greece, India and Russia also among those to pique the interest of investors. However, North America led the rankings in terms of both volume and value in the year to date. In all, the region was targeted in 608 transactions worth a combined USD 5,647 million. In terms of volume, Western Europe placed second with 122 deals, while the Far East and Central Asia was runner-up by value with USD 3,135 million. A few individual transactions had a considerable effect on the region’s value placing, most notably a USD 724 million acquisition of a 91 per cent shareholding in Koreaheadquartered Keangnam Enterprises by creditors as part of a debt conversion by the company, which is in administration. An Indian firm was also targeted as RMZ Corp Holdings signed on the dotted line to buy Equinox Business Parks for USD 353 million. Despite the Far East and Central Asia’s impressive showing by value it could only place fourth by volume, once again highlighting the importance of a smaller number of larger transactions and the overall impact they can have on a sector’s performance. It still remains too early to have a concrete indication of how dealmaking for H1 2016 is likely to shape up, but the fact that a number of significant transactions have been signed off will give many cause for optimism. Even if volume is nothing to write home about, a few mega deals can make all the difference when it comes to whether a six-month period improves or declines on the previous half year.

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Sector Talk

Number and Aggregate Value (mil USD) of Real Estate Deals Globally: 2006-2016 YTD (as at 29 February 2016)

Number and Aggregate Value (Mil USD) of Real Estate Deals Globally by Target Sector: 2016 to date (as at 29 February 2016)

Deal half yearly value Number (Announced date) of deals

Aggregate deal value (mil USD)

Zephus classification (target)

Number of deals

Aggregate deal value (mil USD)

H1 2016

974

13,604

Property Services

664

10,747

H2 2015

2,605

72,723

Construction

333

3,664

H1 2015

2,539

92,333

1,355

H2 2014

2,552

81,487

Personal, Leisure & Business Services

H1 2014

2,469

79,177

Hotels & Restaurants

725

H2 2013

2,583

121,208

Mining & Extraction

724

H1 2013

2,125

78,984

307

561

H2 2012

1,825

47,981

Transport, Freight, Storage & Travel

H1 2012

1,628

45,248

Wholesaling

121

H2 2011

1,473

23,962

Banking, Insurance & Financial Services

105

H1 2011

1,337

48,740

1,331

28,960

Industrial, Electric & Electronic Machinery

H2 2010 H1 2010

1,385

33,580

H2 2009

1,107

53,821

Chemicals, Petrol, Rubber & Plastic

H1 2009

978

34,352

Utilities

H2 2008

843

33,308

Agriculture, Horticulture & Livestock

H1 2008

766

33,190

Metals & Metal Products 1

H2 2007

867

78,731

H1 2007

1,064

208,473

Computer, IT and Internet services

H2 2006

1,003

91,946

Wood, Furniture & Paper 1

57,526

Printing & Publishing

Retailing

Public Admin, Education, 2 Health Social Services

Food & Tobacco

Total

974

13,604

H1 2006

923

Mergers and acquisitions (M&A) targeting the healthcare sector worldwide increased in terms of both volume and value in the second half of 2015, according to Zephyr, the M&A database published by Bureau van Dijk. In all there were 1,024 transactions worth an aggregate USD 38,583 million signed off during the period.

Number and Aggregate Value (Mil USD) of Real Estate Deals Globally by Deal Type: 2006-2016 to date (as at 29 February 2016) Deal type

Number of deals

Aggregate deal value (mil USD)

Acquisition

10,194

595,997

Capital increase Minority stake Institutional buy-out Management buy-out

3,539 18,190 223 132

316,093 304,122 160,947 4,604

MBI / MBO

676

Merger

286

Demerger

Management buy-in

Unknown deal type

Total

32,377

1,359,335

2012

2013

2014

By contrast, 2016 has started fairly slowly; in the first two months of the year USD 7,138 million was invested across 270 deals. If activity continues on this trajectory until the end of June it is likely both volume and value will decline on H2 2015 and will in fact reach their lowest levels for some time. Nevertheless, it is worth noting that dealmakers were especially prolific between July and December 2015; the USD 38,583 million invested is the largest injection for a six-month period since H2 2006, when USD 57,806 million was invested. Volume was at its highest level for the entire timeframe under review, dating back to the beginning of 2006. Despite the fact that the USD 7,138 million invested in 2016 to date means it is a long way from the most valuable period on record, it has still already surpassed a number of previous six month timeframes; in H2 2008 and H1 2009 investment of USD 6,891 million and USD 4,992 million was notched up, respectively. North America has been the most notable recipient of investment in the healthcare sector in 2016 so far, having topped both the volume and value tables with 157 deals worth USD 3,106 million. In terms of value South and Central America placed second with USD 1,626 million, followed by the Far East and Central Asia with USD 1,431 million. In terms of volume, Western Europe was second, although it was some way behind North America with just 48 deals, while the Far East and Central Asia placed third with 28 deals.

Number of Real Estate Deals by Region: 2006 - 2016 YTD (as at 29 February 2016) 2011

Mergers and acquisitions (M&A) in the Healthcare sector

World region (target) North America

2015

2016

1,111

1,495

1,888

2,239

2,546

608

Western Europe Eastern Europe Far East and Central Asia Oceania

785 467 280 96

939 501 317 144

1,159 824 453 220

949 1,031 496 121

1,088 733 526 107

122 118 97 13

South and Central America Africa Middle East

42 23 4

39 15 4

71 65 28

56 101 27

46 81 13

9 8 0

To conclude, in keeping with the overall global trend for M&A, deal activity within the healthcare sector has been fairly restrained in 2016 so far. The combination of low volume and the lack of significant individual considerations has ensured figures are held down, but many will be keeping their fingers crossed over the coming months in the hopes of a return to dealmaking levels witnessed in 2015, particularly during the second half of the year.

Acquisition International - March 2016 11

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CEO of the Year, Healthcare & Technology

Company: Solutions 4 Health Ltd Name: Kishore Sankla – CEO Email: Kishore.Sankla@ solutions4health.co.uk Web Address: www.solutions4health.co.uk Address: 1 Thames Court, 2 Richfield Avenue, Reading, BERKS RG1 8EQ Telephone: 07767 260257

Solutions4Health® is a UK based but increasingly global provider of preventative health solutions with expertise across three divisions - healthcare, information systems and technology enabled care services. Innovative and forward thinking, they work synergistically to provide a one stop solution for the delivery and management of outcome focused Public Health Lifestyle Services. The Reading-based company sets the industry standard for tackling health inequalities on behalf of primary and secondary care NHS services, local authorities, as well as Public Health England , and has direct experience in providing healthcare within the heart of deprived communities – crucially making much needed services accessible for hard to reach and minority groups. The award winning healthcare division supports over 100,000 patients annually and specialises in smoking cessation, NHS health checks, chronic disease self-management, falls prevention (risk assessment as well as strength & balance improvements), cardiovascular enhancement, weight management, plus digitally interactive programmes. Indeed, their revolutionary integrated healthcare model provides a seamless service for people with multiple and complex needs, while proven, cutting edge and web-based management information systems allow for much more efficient data collection, monitoring, reporting, prescribing & payment requirements. Currently over 2,000 healthcare partners (GPs, pharmacies and hospitals) use these online systems and applications to better support the needs of their patients, Additionally, a secure and scalable iTelehealth platform (MySelfCare) helps patients monitor their vital signs 24 hours a day (blood pressure, blood glucose, oxygen levels and weight), with immediate alerts to a team of clinicians if readings fall outside of safe parameters. They can even provide their patients with immersive, real time video consultation from within or outside of the UK and this has provided a world first when it comes to online, face-to-face behaviour change services such as smoking cessation or support for mental health. As a leading service provider across the UK’s healthcare economy, Solutions4Health have many years of experience in the delivery of large scale health interventions. They currently run health innovation services for some 30 councils across the country - and the key is really strong relationships with the NHS Clinical Commissioning Groups and Health & Wellbeing Boards that are increasingly looking at preventive measures to improve quality of life and support service delivery, whilst reducing financial costs. Established in 2008, the company now employs over 360 people across the UK (there are a dozen satellite offices) with their HQ located in Reading, near London. As global interest and demand for their expertise increases, they also operate from Dubai and very shortly Mumbai. Embracing diversity and truly reflecting the communities they work in, the multi skilled workforce collectively speak over 15 different languages.

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CEO Kishore Sankla is a visionary with entrepreneurial flair, but his key business objective is eliminating health inequality and this runs through the DNA of the company. His mantra is “only when you speak from the heart, will you truly be heard” and when hiring new staff at all levels he says “they must also be passionate and have the same desire and commitment to make a real difference to people’s lives.” His role is to provide overall strategic direction and ultimately be responsible for everyday management decisions and for implementing the company’s long and short term plans. Sankla says: “It’s very gratifying to win this CEO of the Year accolade and I’m delighted that the significant achievements we have made within the competitive Health & Technology sector have been formally recognised. This follows on from us landing the coveted MJ Award - Public Health Partnership 2015 and also being a Local Government Chronicle award finalist two years running. Numerous HQ staff even nominated us as a great place to work in last year’s Pride of Reading Awards. “We have an impressive track record now and this growing reputation as one of the most dynamic healthcare & technology providers in the UK has enabled us to win significant multi-million contracts nationally and recruit nearly 100 new staff over the past 12 months. Revenues have doubled each year and consequently the company has invested significantly in unique and far reaching platforms to meet future and changing needs. We’re especially good at maintaining consistency of delivery that exceeds customer expectations - in terms of cost effectiveness and value for money, reducing heath inequality and providing services that are accessible, flexible and innovative.” Looking to the future and the exciting and many challenges facing his organisation in 2016 he concludes: “For me it’s about maintaining and managing growth and ensuring that we have a strong and stable foundation, whilst at the same time investing in new and even more innovative healthcare technology to drive the future vision of the company.”

CEO of the Year, Healthcare & Technology

Acquisition International - March 2016 13

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How Asset-Based Lending Is Fuelling Growth Company: Lloyds Bank PLC Name: Kash Ahmad, Managing Director, Mid Markets, Global Transaction Banking Email: Kashif.Ahmad@ lloydsbanking.com Web: www.lloydsbank.com Address: Lloyds Bank, 25 Gresham Street, London, EC2V 7HN Telephone: 0345 300 0000

Lloyds Bank Commercial Banking has been a market leader in asset-based lending (ABL) for more than 20 years. Together with its Global Transaction Banking arm, it provides comprehensive financial services to businesses by putting customers’ needs first and helping them - and Britain - prosper.

Kash Ahmad, Managing Director for Mid Markets, Global Transaction Banking, discusses its performance, future and what separates it from its competitors. Give us an insight into your company’s business performance so far this year? Our asset-based lending (ABL) franchise provides flexible and bespoke funding solutions to a range of clients. By developing our capabilities to meet changing demands, we have achieved 13% growth in our ABL business over the course of 2015, assisted by a 43% increase in inventory-based lending over the period. In terms of asset-based lending, what major projects have you been working on recently? We are always working to make our offering more flexible to meet more customers’ needs. During 2014, we reviewed our approach to lending against nonreceivables assets and now provide funding structures where more of the overall facilities are secured against inventory, property, plant and machinery. More recently, our ABL and acquisition finance teams have been exploring ways in which conventional ABL disciplines can be overlaid on traditional leveraged solutions. For example, deriving structures comprising a core senior secured ABL facility, together with additional amortising term facilities secured against future cash flows. Finally, we are investing heavily in our IT infrastructure to digitise our offering, developing a new ABL online platform and trade portal to ensure we remain at the forefront of technological advances. Tell us more about ABL and why this approach is increasing? Mid Market borrowers know ABL can help release cash from their balance sheet for anything from straightforward working capital liquidity, to more highly leveraged solutions designed to provide transactional funding. The advisory and corporate finance communities have now stepped up their focus on the effectiveness and versatility of ABL, creating a demand for more aggressive “borrower-friendly” and creative structures. Given their fully asset-secured nature, asset-based solutions allow for the release of greater leveraged multiples into a business while, for businesses in turnaround mode, asset-based facilities can help release liquidity.

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Similarly, ABL is becoming more prevalent where private equity is targeting under-performing businesses in the pursuit of value, but where conventional leveraged solutions may not be available. How can this help encourage growth? When a business grows or enters new territories, the availability generated under the ABL facility increases commensurately. Meanwhile, for seasonal businesses, it can ease the working capital pressures created by less flexible solutions. Finally, a buoyant and competitive ABL market is driving a very active syndications and clubbed-deal market, with no shortage of active participants who are willing to accede to structures to accommodate further growth in the borrowers’ business. What aspects of the current economic climate help to facilitate asset-based lending? Limited growth seen in the domestic UK economy is encouraging businesses to look further afield to identify opportunities. While ABL will assist directly with the working capital impact of growing into new territories, it can also integrate with broader working capital solutions to provide a comprehensive “end-toend” funding solution. Give us an insight into your region. Are there any specific challenges and opportunities that are unique to this area? As ABL is increasingly seen as a genuine alternative to more conventional funding, the market is increasingly active, with the leading UK lenders facing healthy competition from US and European challengers. At Lloyds Bank, our strength in the breadth of our offering allows us is to offer a truly integrated funding solution. When working in a constantly evolving industry, how do you ensure you are at the forefront of any emerging developments? We have been focusing heavily on continually developing our infrastructure and suite of products, with an emphasis on digitising our offering through a new ABL online platform, a trade finance portal, and a market first Working Capital Management Tool. But more importantly, we listen – to customers, colleagues, economists, private equity sponsors, lawyers, corporate financiers and debt advisers. What separates you from your competitors and marks you out as the best option for your clients? Firstly, we believe we are the only comprehensive UK

How Asset-Based Lending Is Fuelling Growth - Promotional Article

asset-based lender that has successfully integrated right across its acquisition finance and working capital finance businesses and beyond. More importantly, however, we are keen to understand businessesâ&#x20AC;&#x2122; funding requirements, discuss the benefits of a range of options and, where needs be, make specialist introductions across our business.

What does the future hold for your firm in 2016 and beyond? In 2016, our goal is to target event-driven opportunities, both sponsored and non-sponsored, where we can fully employ the extensive capabilities of our combined ABL and working capital proposition.

All lending is subject to status Calls may be monitored or recorded. Please note that any data sent via e-mail is not secure and could be read by others. Authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority under Registration Number 119278. Asset-based Lending facilities are provided by Lloyds Bank Commercial Finance, part of Lloyds Banking Group and is authorised and regulated by the Financial Conduct Authority for activities relating to certain types of consumer credit which are regulated under the Consumer Credit Act 1974 and by the Financial Services and Markets Act 2000. We are not deposit takers and are not regulated by the Prudential Regulation Authority.

Acquisition International - March 2016 15

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Extracting Value from Sustainability Requirements Don’t gamble on waiting for regulation to require you to run a sustainable business. Start differentiating your business now.

Company: Crowe Horwath Name: Neil Mockett Email: Neil.Mockett@ crowehorwathgrc.com Web: www.crowehorwath.net Address: Carrick House, Lypiatt Road, Cheltenham GL50 2QJ Phone: 01242 234421

‘Socially Responsible Investment’ has been slowly creeping into the high-finance lexicon, and corporate finance – initially the most sceptical of sectors – appears to be waking up to this unavoidable progression. Unsurprisingly, considering the industry’s emphasis on the bottom line, some might wonder if the new interest in Environmental, Social and Governance (ESG) issues is mere ‘green wash’. But for whatever reason, ESG considerations are increasingly coming into play for most sectors. ‘Sustainability’ is not about “being green”. Environmental, Social and Governance (ESG) will drive greater efficiency, less waste, enhanced reputation management and company ethos, transparent governance; all these, and other outcomes, generate positive outcomes for the business as it grows and develops. For those investors and ‘money men’ who doubt this – think of the potential for ESG implications arising from your portfolio. Caring about the dirty deeds and corporate responsibility of companies involved in the portfolio could be basic damage control by those who want to avoid reputational risk. But in reality, when done properly, the benefits are much more tangible: o Enhanced long term financial viability of portfolio o Enhanced long term performance of portfolio o Increased market value o Maximised exit position o Enhanced synergies with ESG sensitive funds / businesses o Reduced or eliminated dissonance with new market sectors Grab the Initiative to Differentiate Your Business Customers, investors, employees and other stakeholders want to know more about their companies’ business models, operating practices, performance and long-term viability. A more effective approach to these issues requires positive risk management. It is a sure way to assess and promote the desired outcome. Stakeholder groups all want to understand how firms may: • Create genuine and sustainable value; • Create meaningful, empowering employment in safe and healthy environments; • Contribute positively to the communities in which they operate; • Continue to develop long term, sustainable business environments through increased innovation, appropriate use of technology and process enhancement; and • Reduce their environmental footprint and contribute positively to the biosphere.

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Companies that are able to master the challenges are likely to have a long-term advantage. Waiting to change will prove to be a myopic view. Businesses looking to chart a clear path should craft a repeatable and meaningful process. The true commercial value lies in doing this because it is only the business who genuinely understand the value and positive impacts it can create. Those who merely seek to ‘tick a box’ will soon be exposed as simply doing that. Given the increasing wave of commercial, social and regulatory pressure – why would any firm want to be perceived as an ‘outlier’? How to Start? Firms should view this as an opportunity, rather than a chore. Understanding the risks and opportunities will drive out inefficiency and stimulate innovation. By focusing on these fundamentals, companies can address the rising expectations and be prepared when sustainability reporting becomes standard practice. It starts by fully understanding the underlying business model – not the business plan – and the dynamics and ‘levers’ involved in managing each of the following: • What problems do you solve for your customers? • What value do you deliver to your customers? • What resources do you need? • How do you deliver your services / products? • How important is customer loyalty – and how do you achieve it? • What are the cost structures and revenue streams Too often risk management is viewed as a ‘cost of compliance’, or a ‘business prevention’ function. This makes true integration and embedding difficult to achieve. Take an alternative view however, then risk management, when done properly, is actually a highly positive business enabler. It is critical to support the delivery of business objectives for any firm, in any sector. It becomes more ‘management’ than ‘risk management’ and supports the efficient and sustained viability of any business. Risk Strategy should be designed to assist the business in the achievement of its objectives. It should do this not through risk avoidance, but through the embedding of a framework through which it can identify and manage its risks to an acceptable level (its ‘risk appetite’).

Extracting Value from Sustainability Requirements

This strategy ensures that the risk management programme is aligned to delivering its business objectives and intended outcomes and is company – wide; including third parties such as outsource service providers. There is no consensus yet as to what ‘good looks like’. The reality therefore is that most firms are potentially missing their obligation, or more importantly, missing the real point. Introducing the mind-set of the cyclical and linked nature of the process outlined above is a significant start. IT Works Several studies have found a positive correlation between companies that disclose their sustainability efforts and the companies’ value. Companies have also found that, while sustainability reporting enables

them to meet increasingly focused stakeholder and customer expectations, it also provides a framework that helps guide decision- making, investing, and business planning. Such firms would argue that they better understand not only what can go wrong – but what needs to go right. A good definition for risk management. Ford Motor Company has been sharing information on its sustainability activities for nearly 20 years, and its executives believe that the reporting helps to focus the company’s strategic thinking. In its 20132014 sustainability report, Ford said, “Sustainability reporting not only demonstrates transparency but, in our view, is the basis of organizational learning, demonstrates our values, and both reflects and drives outstanding economic, environmental, and social performance.”

Unilever notes that its Sustainable Living Plan “is our blueprint for achieving our vision to double the size of the business, whilst reducing our environmental footprint and increasing our positive social impact”. The company is committed to offering a transparent account of its sustainability progress each year, with reports aimed at a broad range of audiences including opinion leaders in both sustainability and business responsibility. Don’t Gamble by Becoming an Outlier – Take Action Now Don’t wait to be told. Seize the initiative within your business. Generate real competitive advantage. Demonstrate effective sustainability and work with external groups who can generate real multipliers from your support for their environmental or social agenda. We all win.

Acquisition International - March 2016 17

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2016’s Top 50 Consultants 1603BW36

2016's Top 50 Consultants

Name: Edmund Hatton Email: e.haton@sator.je Web: www.sator.je www.kycworldwide.com Address: 8A Spectrum, Gloucester Street, St Helier, Jersey, JE23DB Telephone: 01534 617298

Please can you give us a brief, overall description of your firm and the consultancy services you offer? Sator Regulatory Consulting Limited is a Jersey based, leading regulatory consulting firm focussing on the Risk, Governance and Compliance space. The work includes large remediation assignments, bespoke project management, regulatory assistance, business licence applications, policy and procedure writing, senior recruitment, outsourcing, risk verification including EDD/CDD, and a wide range of financial related complaints handling. Over the years Sator has been instructed by the IMF, World Bank, various Regulatory Authorities, and Countries wanting to strengthen their country AML rating, although the bulk of our assignments focus assisting financial services businesses comply with their regulatory obligaitons. Can you tell us about your commitment to client service and their dedication to driving the businesses forward? Sator is dedicated to its clients, we provide round the clock assistance and service. We aim to be with companies from their company incorporation right the way through their growth and into the maturity stages of their business. Given our wide range of business relationships, many companies benefit form our first class referrals and introductions which has helped pave the way for various success stories for our clients. Can you outline something about the ethos of your firm and what it stands for? Sator Regulatory Consulting Limited believes in the quality of our team, brand equity and the consistent evolution of our services within the current financial services industry. This has strengthened our position within the leading group of regulatory consulting firms on a global basis. What training services does your firm offer Sator offers a wide variety of training services, including the latest AML/CFT e-learning training

Elizabeth Castle, Jersey

and a range of associated topics all managed online. Face to face training services across a large library of evolving topics, scenarios and case studies, offer a high level of training specifically designed to help encourage a stronger culture for client firms. Please can you tell me why your firm stand out as the go to practice for prospective clients requiring your services? Our business is the one stop shop for financial services, governance, risk and compliance issues. If a client has a crisis, we are the first point of call. We manage problems, identify a solution and execute all projects on a timely basis in alignment with our clients expectations. Please can you provide a case study of work you have been involved in? One unusual but very rewarding case with which we were heavily involved was a philanthropy project we supported in Burma. Sator was the leading consultant in the “Reinvigoration of the Rangoon General Hospital”. This was an important project that is lead by Aung San Suu Kyi as the first cross party project in the newly democratised Burma. Sator conceived the charitable trust, governance structures and delivered full project management services including vital policies and procedures to recruit personnel, secure building and advisory services to commence the reinvigoration of this national seat of healing which had fallen into disrepair during the military dictatorship, Sator went on to be awarded the “Best philanthropy structure award”. What role do your people play in the success of your firm? Our team is everything, the culture within the organisation is a growing and technically accurate team of professionals, ranging from forensic accountants, lawyers, compliance experts, exregulators, insurance and Fund specialists, oh and our very own commercial pilot. Do you have any noteworthy news items to share with our readers, that is industry and / or company related? Yes, we have some very exciting news. As of March 2016 Sator Regulatory Consulting Limited will be merging with one of the top Audit, Accountancy and Advisory firms, who has a very successful presence in Jersey. This will encourage further growth, expertise and naturally the next big step for the business. What are the major challenges facing your company in 2016 and beyond? We have no major challenges only objectives we want to achieve. Is there anything else you would like to add? Many potential clients may see our business as a boutique offshore consultancy but we are so much more, we are currently engaged in six international pieces of work and are excelling with our international growth strategy which was established in 2014. We also have a unique sister company called www. kycworldwide.com which provides the very latest in AML/CDD solutions through a specialist outsourcing platform. Acquisition International - March 2016 19

Intellectual Property – what’s your focus?

Intellectual property law is a vital tool in the creation and protection of dynamic business assets and Edwin Coe’s Intellectual Property team combines dedicated IP specialists and heavyweight litigators. We provide a full service from the acquisition, exploitation and protection of intellectual property, through to its commercial use and the handling of infringement and other contentious issues. Edwin Coe LLP | 2 Stone Buildings | Lincoln’s Inn | London | WC2A 3TH t: +44 (0)20 7691 4000 | e: info@edwincoe.com | edwincoe.com

Contact: Simon Miles Head of Intellectual Property e: simon.miles@edwincoe.com Nick Phillips Partner e: nick.phillips@edwincoe.com

Intralinks Acquires Cloud Infrastructure Company Verilume 1603BW36

Company: Intralinks Web: www.intralinks.com

Intralinks Acquires Cloud Infrastructure Company Verilume Addresses information privacy challenges for global and regulated enterprises.

Intralinks Holdings, Inc., a global content collaboration company, on 24th March announced the acquisition of Verilume, a Boston-based cloud infrastructure company. The acquisition builds on Intralinks’ strategy to provide its clients with business solutions for high-value content collaboration across boundaries, while also meeting stringent global data governance and security requirements. Verilume reduces the complexity of deploying and managing distributed cloud environments to deliver in-country or regional data locality and processing. As part of the acquisition, Verilume employees have joined Intralinks’ products and development teams. Founded by former EMC and Goldman Sachs technology executives, Verilume is a startup company focused on reducing the complexity and time involved to deploy and manage distributed data centres and cloud infrastructures. Verilume provides expertise to more flexibly and dynamically manage operations within and across private, hybrid or public distributed cloud systems.

“Three years ago, the leadership team at Intralinks saw the global shift in data privacy regulations and realised that multi-national organisations would soon face enormous challenges regarding the sovereignty of their most sensitive content. The acquisition of Verilume advances Intralinks’ strategic vision to speed the delivery to market of new capabilities aimed at solving compliance and governance concerns,” said Ron Hovsepian, president and CEO of Intralinks. “The Verilume team adds depth to Intralinks’ expertise, which reinforces and enhances our commitment to protecting customers’ high-value information.” Among those joining Intralinks are Verilume founders Dan Petrozzo and Mike Feinberg, two experienced technology executives with extensive backgrounds in product development, implementation and management. Petrozzo has held multiple senior roles in the financial services industry, including serving as a partner and global head of technology for investment management at Goldman Sachs and as chief information officer with Fidelity Investments. Feinberg previously served as general manager and senior vice president of EMC’s Cloud Infrastructure Group, where he led the development and go-tomarket efforts of EMC’s Atmos cloud storage product. Earlier, Feinberg held the position of vice president and chief technology officer for network storage at Hewlett Packard. At Intralinks, Petrozzo will assume the role of senior vice president, external operations and global support. In this role, he and his team will be responsible for delivering on Intralinks’ commitment to providing the highest levels of service and support to its customers. Feinberg will assume the role of senior vice president, development. In this role, he and his team will be responsible for all aspects of product development across the entire portfolio of services. “The combination of Intralinks and Verilume provides enterprises with capabilities to retain complete data sovereignty when sharing with external parties,” said Verilume founder Mike Feinberg. “The Verilume team is a natural fit for the Intralinks family, having experience creating large-scale, commercial cloud infrastructure products and services. Together, we will give enterprise CSOs, CTOs and data privacy officers the flexible platform they need to confidently and compliantly share their most valuable information outside of an organisation, between businesses and across borders.” There is no change to the company’s previously issued financial guidance as a result of this acquisition. Acquisition International - March 2016 21

Best for Corporate Tax Planning & Compliance - London

Best for Corporate Tax Planning & Compliance - London Established in 1989, Shelley Stock Hutter is an award winning accountancy firm that offers a blend of commercial and compliance skills. We spoke to Bobby Lane about this unique offering and how the firm uses these capabilities to achieve their overall goals: helping their clients to succeed and grow.

Partner: Bobby Lane Company: Shelley Stock Hutter LLP Address: 7-10 Chandos Street London W1G 9DQ Phone: +44(0)207 323 6626 Fax: +44(0)207 255 1203 Email: info@sshllp.com Website: www.sshllp.com Twitter: @sshllp

Many of the Partners in the firm had experience working within big accountancy firms, and set up Shelley Stock Hutter with a view to offering the quality of service that was previously only found in these big firms and not from a mid-tier practice. Our firm is unique as we have combined two teams into one dynamic business. The first team is a traditional audit and accounting practice which offers all the services that you would expect from an established Central London Audit team: audit, tax, structuring work, valuations, due diligence, M&A, personal tax, international structuring and tax planning etc. Our second team is the outsourcing business, which works with businesses at all stages of their life cycles, from start-ups and growing businesses to the subsidiaries of huge multinational and international firms as well as companies looking to get back on track. Offering a solution to companies helping with everything from bookkeeping, paying their bills, preparing VAT returns, payroll, management accounts through to acquisitions and working with management teams to develop their long term business strategies. Through offering this service we have had the privilege to work with some of the fastest growing companies in the world, and have helped many businesses which may not have had the opportunity to grow to become the successful businesses that they are today.

13 Years ago this was a particularly innovative offering as we were one of the first firms to offer this type of service to SMEs. As pioneers we offered clients a service which was not previously available in the marketplace, and we continue to innovate to this day with the development of new technology platforms to automate client processes. In the coming years I believe that it will be increasingly important for firms to work internationally, and as such we have developed the infrastructure to be able to support companies globally by providing an integrated international offering to support both businesses setting up in the UK from abroad and also our UK businesses looking to set up elsewhere including dealing with all of their cross border tax needs. Our work is varied and so are our clients, supporting them in ensuring that their tax structure, both personal and corporate, exactly meets the needs of their business. We work with businesses of all sizes and individuals of every wealth level. We are no longer seen as an advisor that they have to have but one that a client wants to have. Overall we are highly confident in our service offering and excited about what the future has in store. We see every challenge as an opportunity, and are dedicated to continue building strong relationships with our clients and supporting our profession by providing the services that our clients genuinely want as their needs and businesses continue to evolve.

Acquisition International - March 2016 23

Company: Capital Allowances Online Ltd Name: Chris Roberts Email: chris.roberts@ capitalallowancesonline.com Web: www.capitalallowances online.com Address: Vernon Road, Stoke on Trent, ST4 2QY Telephone: 01782 749842

Best Property Capital Allowance & Tax Recovery Firm - UK Capital Allowances Online is a property tax consultancy business which has been operating for fifteen years. We invited Chris Roberts to talk us through the firm’s services and future plans.

The Capital Allowances Online group (which includes Capital Allowance Review Service Ltd) is staffed by a large team of Chartered Accountants, Tax Experts, Ex-HMRC Inspectors, Surveyors and many other qualified individuals ensuring a high level of diligence is achieved. We are a specialist company with over 15 years’ experience in highlighting embedded fixtures, fittings and features within commercial property that qualify for tax relief. Our expertise results in a substantial recovery of tax paid and a reduction in corporation or income tax liabilities. Our dynamic team operates from our offices in the Midlands and London. The broad range of skills offers an outstanding client service and is well positioned to deliver strong advice to your business. There are over 60 members of staff who have a range of skills and professional qualifications to ensure clients receive the best quality service possible. As such the firm has a wide range of clients, mainly comprising of companies and individuals that have spent significant capital acquiring and/or improving commercial property. One client we have recently worked with is Lavenders Care Home, a family run care home in Kent which has been running for 35 years. In 2014 our firm was appointed to complete a full Property Capital Allowance review after many years of extensive and unclaimed improvements work. We analysed the property expenditure of £1,105,059 and generated £392,850 capital allowances, producing an overall tax saving of £157,140. Due to the tax already paid by the owners we were able to claim back a tax refund in the first year to the sum of £55,762, which was an excellent result for the client. This example highlights the fact that Capital Allowances Online Limited, along with Capital Allowance Review Service Limited, are totally dedicated to the tax benefits available from commercial property resulting in significant tax recovery, and reduction in tax liabilities for our clients. Commercial property acquisition and improvement costs incurred by a UK taxpayer anywhere in the world is eligible to claim Capital Allowances on expenditure incurred on qualifying plant and machinery. Tax relief available from Property Embedded Fixtures & Features has been around for over 100 years, yet are routinely missed as accounting procedures usually only pick up on expenditure for moveable items that are covered by an invoice. Our role is to identify 24 Acquisition International - March 2016

and establish the full value of qualifying items that are embedded in the fabric of the property. When undertaking a new project our dedicated staff communicate with the client through every step of the process. Our role includes everything from our original discussions and explanations of the concept; checking there is a valid claim; discussions with the client and accountant (where necessary); collating the documentation; checking accounts and legal documents; conducting surveys and valuations; compilation and processing including submission to HMRC and dealing with any queries they may have directly. We visit the property in question, identify the items that are invisible within the paperwork and prepare a full report for submission to HMRC. As part of our services we will also help clients to safeguard capital expenditure for any future Capital Gains calculations. We also take responsibility for dealing directly with HMRC for up to the 12 months after the claim has been submitted ensuring that our clients feel fully supported and properly advised every step of the way. Alongside our work recovering taxes for our clients, we are also dedicated to supporting our peers in the tax industry, helping them to enrich their knowledge and understanding. We were part of the HMRC working party that created the new legislation, with a 100% claim record to date. In addition we also support all types of property advisors and agents e.g. accountants and solicitors, and as such we work tirelessly to ensure that research is maintained so that we are up to date with current tax legislation and are able to offer relevant support and advise, both to our clients and our industry colleagues. We provide our expertise to one of the UK’s leading suppliers of help and support to the accounting profession, and as such we need to be certain that the information we provide to them is accurate, and we take our research very seriously. Moving forward we are keen to continue to embed our services within organisations that both advise and support the commercial property sector. To achieve this we are increasing our brand promotion through a new website and TV advert for Capital Allowance Review Service Ltd, both of which will be launched in March.

Best Property Capital Allowance & Tax Recovery Firm - UK

Acquisition International - March 2016 25

Cavendish Trust is an independent, international service provider based in the Isle of Man with a sister company in Jersey and affiliated offices in Malta, Cyprus and the BVI. We strongly believe that service should be based upon respecting traditional values, building personal relationships with our clients and focusing on attention to detail. This is how we ensure that modern day expectations for outstanding service standard and delivery are always met. • • • • • •

31-37 North Quay, Douglas Isle of Man IM1 4LB, British Isles Telephone: +44 1624 679000 www.cavendishtrust.com

Company/ Trust/ Foundation Establishment & Management Corporate & Private Jet Ownership and EU Importation Structures Ship and Superyacht Ownership and EU Importation Structures E-Gaming & E-Commerce Licensing and Management Services Aerospace and Satellite Ownership and Management Services Multi/ Bespoke Family Office Services Regulated and licensed by the Isle of Man Financial Services Authority

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0203 769 6518

info@danddleasing.co.uk

www.danddleasing.co.uk

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With over 250 primates of 20 different species, Monkey World is the largest sanctuary of its kind in the world. The monkeys and apes that live at the park are mainly there as a result of being abused or neglected in their previous circumstances. The expert team of primate care staff work around the clock to rehabilitate and integrate the animals into natural living groups. Combining fun with conservation and animal education, half-hourly talks by the dedicated Primate Care Staff explain all about man’s closest living relative. They love to share their knowledge of all the individuals in their care, so don’t hesitate to ask any questions when the talk is over. Pre-bookable guided tours are also available. You can support Monkey World in continuing their rescue and rehabilitation work by taking part in the Adopt a Primate Scheme. Prices start from £25 for the year and include a photograph, certificate, three editions of the Ape Rescue Chronicle and free entry to the park for a year.

Monkey World - Ape Rescue Centre, Nr Wareham, Dorset, BH20 6HH Tel No: +44 (0) 1929 462537 email: apes@monkeyworld.org www.monkeyworld.org

Ones to Watch for 2016: The Best Boutique Law Firms 1603WO37

Ones to Watch for 2016: The Best Boutique Law Firms Couchmans LLP is the UKâ&#x20AC;&#x2122;s premier specialist sports law firm, providing advice to domestic and international clients in the sports, media and sponsorship sectors across a range of legal disciplines. We spoke to Co-Founder and Chairman Nic Couchman about this versatile firm and the services it provides.

Name: Nic Couchman Company: Couchmans LLP Web: www.couchmansllp.com Email: nic.couchman@ couchmansllp.com Phone: 020 7611 9660

Couchmans LLP was founded fifteen years ago and we made then a very conscious decision to position ourselves as specialists in the sports industry. Whilst we do not exclude other areas of work we have built an extremely strong identity in the sports law market, which is supported by our years of experience and diverse client base. The firm operates across all aspects of the sports sector, from intellectual property rights, to sponsorships and media rights, to data, betting and integrity, to investments and M&A activity. Much of our work is high profile, although our role is frequently behind the scenes. We work closely with a vast range of clients who operate throughout the sports business, including high profile athletes, brands, governing bodies, leagues, clubs and investors, to help develop, structure, exploit and protect their commercial rights and interests. Ultimately the sports environment is incredibly diverse and our client base reflects this. In addition to well-known clients, we also represent minority sports, junior athletes, sports entrepreneurs and small sports businesses and organisations who are at the cutting edge, and with our support they are able to grow and thrive in this competitive market.

PhotoStock10 / Shutterstock.com

We decided to focus on sports law not just because of our love for the industry but also sport is a massive growth market. With global revenues soaring well over $100bn comes the need for stronger governance, regulation and the protection of rights. The industry as a whole is evolving and the rising commercial stakes and increasing regulatory complexity of the sports business calls for truly experienced and

independent advisors, with the insight to understand, but more importantly to anticipate, the issues, and also the creativity and specialist legal acumen to help clients tackle the challenges and solve the problems they are facing. As specialists in the field, operating in both legal and business advisory capacities, we are placed right at the centre of this dynamic space, offering an exciting and invigorating work environment. Despite having a small workforce the firm has become a leader in the sports law market, and our small size allows us to be incredibly flexible and entrepreneurial in our working methods and advice; more so than larger law firms. This entrepreneurial spirit is engrained and has seen the firm thrive surviving two recessions as an independent business - despite the fact that most of our competitors are global firms with vastly greater resources. Part of our success stems from the fact that adding value is a core component of our ethos. We are a commercially-minded firm and our insight, experience and connections in the sector give us the ability to add tangible commercial value to our clientsâ&#x20AC;&#x2122; strategies and deals. In addition, our people are a fundamentally important part of our firm. Our entire senior team are independently recognised as leading experts in sports, while our associates are likewise specialists and real stars in the making. The whole team shares in the firmâ&#x20AC;&#x2122;s identity and we all work very closely together, just as a sports team does, to maximise the benefits of our collective expertise for our clients and, importantly, to use our passion for sport to fuel our work. In order to continue offering the very best possible service, we always aim to attract the most talented, commercially minded, sports lawyers to provide an unparalleled expert resource for clients in what is an increasingly complex business. We have successfully recruited many lawyers with blue chip City law training, but who have a real passion to work in the sports sector. Overall we believe our niche focus on sports law is our biggest asset. The breadth and depth of our experience across numerous aspects of sports, in multiple markets, and across many different sports, for diverse clients large and small - from long established sports bodies to start ups - gives us unique and privileged access to the innermost workings of the sports industry, enabling us to provide highly focussed, commercially aware and cutting edge advice to our clients.

Acquisition International - March 2016 29

1603JC42

Arbitration The Chartered Institute of Arbitrators (CIArb) is a leading professional membership organisation representing the interests of alternative dispute resolution practitioners worldwide. It has 14,000 members across the globe and 37 branches internationally.

Company: The Chartered Institute of Arbitrators (CIArb) Name: Olivia Staines, PR and Communications Email: ostaines@ciarb.org Web: www.ciarb.org Address: 12 Bloomsbury Square, London, WC1A 2LP Telephone: +44 (0)20 7421 7483

Founded in 1915, CIArb was granted a Royal Charter in 1979. Today it is the only membership body that oversees the global promotion, facilitation and development of all forms of private dispute resolution. CIArb provides: • A dispute appointment service comprised of highly trained and experienced ADR practitioners that deal with both commercial and civil disputes • Globally recognised education and training for arbitrators, mediators and adjudicators • Practice Guidelines, Protocols and Rules to generate a better standard of ADR practice worldwide • Access to respected books, journals, papers and reports produced by the Institute • An international centre for practitioners, policy makers, academics and those in business concerned with the cost-effective and early settlement of disputes. The Institute has just celebrated its centenary year which saw flagship events held in London, Paris, Sydney, Zambia, Hong Kong and Singapore. We speak with Olivia Staines, PR and Communications Executive at CIArb, to discuss the benefits of arbitration, CIArb’s Dispute Appointment Service (DAS) and the launch of the Institute’s new Business Arbitration Scheme. What are the benefits of arbitration as an alternative to litigation? Is arbitration the way forward for the average commercial dispute? In the current climate of rising court fees and overloaded court systems, arbitration has been praised for its procedural flexibility, limited grounds of appeal, speed and cost-efficiency. It also offers confidentiality, a key advantage for businesses who want to preserve trade secrets and avoid the public eye. With the surge in foreign direct investment and global trade, international arbitration is the most widely used dispute resolution method for conflicts involving big businesses, states and investors. International arbitration offers parties the opportunity to select a neutral forum for the settlement of their dispute. It also provides for both international arbitration agreements and arbitral awards to be enforced transnationally pursuant to the New York Convention 1958. Whether arbitration is the best option for the ‘average commercial dispute’ will depend on the nature of the case and the needs of the parties. Commercial disputes can be submitted to both arbitration and mediation. Both procedures involve the presence of neutral and impartial third parties and both provide a more flexible framework than litigation. International commercial arbitration remains a popular option

30 Acquisition International - March 2016

when dealing with high value and complicated international commercial disputes. Your Dispute Appointment Service (DAS) offers a range of ADR methods. What makes it the ‘go- to’ service out there? DAS is a pivotal part of CIArb, providing quick, confidential and cost effective methods of settlement or resolution of domestic and international disputes. We offer a complete range of ADR methods including arbitration, adjudication, mediation and independent expert determination and can deal with many types of disputes in diverse areas. DAS primarily acts as an appointing body through its Presidential Appointments Service, but it can also recommend suitable dispute resolvers for party agreement. In addition, DAS offers institutional rules and bespoke ADR schemes for specialist areas or low value disputes. The Presidential Appointments Service is made up of highly trained and experienced ADR practitioners (Presidential Panels) selected from our membership that can deal with both commercial and civil disputes. Members of the Presidential Panels of Chartered Arbitrators, Accredited Mediators and Accredited Construction Adjudicators must have demonstrated to the Institute that they have a high level of knowledge, skill and experience in their discipline, that they have undertaken an appropriate programme of continuous training and personal professional development, and that they are committed to high ethical and professional standards. DAS is particularly popular with users as it charges for its services on a fixed cost basis (as opposed to ad valorem or time based charges), giving the parties certainty about the administrative costs from the outset. The charge for an appointment by the President of CIArb is between £360 and £600. DAS will appeal to those parties who want ad hoc proceedings, with the benefit of a reputable and neutral appointing body to select their dispute resolver. How do you create and maintain a better standard of alternative dispute resolution (ADR) practice worldwide? CIArb’s Practice and Standards Committee (PSC) is responsible for creating a better standard of alternative dispute resolution practice, on a worldwide basis. The Committee develops and publishes arbitration, mediation and construction adjudication guidelines of good practice and the Institute’s principal rules and procedures for the practice and delivery of private dispute resolution. The PSC also develops our Code of Ethics.

Arbitration

You recently launched your Business Arbitration Scheme (BAS). Can you tell us more about this scheme and its benefits for users? The Business Arbitration Scheme (BAS) has been developed by CIArb to provide simple, cost-effective, and timely resolution of disputes of low to medium monetary value (£5,000 - £100,000), by arbitration before a sole arbitrator.

Crucially, BAS is a fixed fee scheme administered by DAS, giving the parties’ certainty as to costs. A fixed fee of £1,250 + VAT is payable by each party on commencement of the arbitration, to cover CIArb’s administrative costs and the arbitrator’s fees. BAS also offers a final and legally binding award in less than 90 days from the appointment of the arbitrator.

To cater to the needs of parties, formal procedural steps are kept to a minimum (exchange of statements of case, documents and evidence), which shortens the timetable and reduces the expense of preparing the case. The process is private and confidential and parties can rest assured that the award is enforceable in the same way as a court judgement.

The scheme is simple enough to allow most businesses to present their own case without legal representation, and the costs recoverable have been limited to protect parties against liability for their opponents’ high legal bills.

Acquisition International - March 2016 31

Caithness Business Self Catering Serviced Apartments and Houses in Wick

High quality, serviced business accomodation for engineers & construction professionals

www.visit-wick.co.uk enquiry@visit-wick.co.uk +44(0)1955 603500

BE160140

What Happens After You Put All Your Eggs in One Basket?

Company: Stevens & Bolton LLP Web: www.stevens-bolton.com Address: Wey House, Farnham Road, Guildford Surrey, GU1 4YD, UK Telephone: +44 (0)1483 302264

What Happens After You Put All Your Eggs in One Basket? Conducting effective due diligence and mitigating post-acquisition risk By Christopher Benjamin and Katharina Hoefs, Associates at Stevens & Bolton LLP Why change a winning formula? It has recently been reported that Cadbury experienced a £6m dip in sales on its renowned Crème Egg following a change in recipe from Dairy Milk to a different mix of chocolate. Despite Cadbury’s assertion that the Crème Egg has only been made using Dairy Milk chocolate in six out of its forty five year history, this case shows how decisions made following acquisition (Cadbury was acquired by American multinational Kraft Foods) can have a significant effect on the newly acquired company post-completion. Did a post-acquisition business decision around lowering costs of production of the Crème Egg overlook the long-standing public attachment and loyalty to an existing product, and was this an issue that Kraft could have identified at a commercial and cultural level during the acquisition process? Most buyers seek to mitigate risk in M&A by considering a mixture of commercial, financial, tax and legal due diligence with warranties and indemnities in the legal documentation. Due diligence helps the buyer to gain a clear understanding of the target business before it is committed to the deal. Warranties and indemnities provide post-acquisition financial compensation if the buyer finds that that the target’s position in areas covered is not as held out to be by the sellers. The Cadbury example perhaps highlights a less obvious area for due diligence focus. Would more deals be viewed as successful if greater attention was paid to gaining an understanding of the target company’s culture? Commercial due diligence will often seek to identify customer attitudes, but asking the right question is of course essential. The same goes for speaking with the seller and other members of the target’s staff – albeit that access may be closely controlled in this area. Where the target is a consumer business, identifying consumer attitudes generally will also be valuable. When it comes to culture, due diligence is likely to be much more useful to a buyer than trying to frame and negotiate warranties to cover all possible risks. Beyond culture, other sudden shifts in corporate behaviour following an acquisition can be equally

damaging. Seeking to harmonise or otherwise update staff employment terms or customer/supplier trading terms can also backfire if poorly managed. These issues also highlight for sellers the risk in agreeing that some of the sale price for their company is deferred, particularly if that deferred payment depends upon the post-acquisition performance of the sold business. The sellers may then have little or no control over the performance of the business post-completion. For lawyers, of course, deferring some of the purchase price may make sense, de-risking the deal if post-acquisition performance can contribute towards the justification of that price. Earn-out deals are still quite common, particularly where some or all sellers are to stay with the target business, either because they want to or because the buyer requires that to ensure that goodwill effectively transfers. Typically measured over two or three years, an earnout structure attaches some of the purchase price to the post-acquisition profit as revenues of the target. Common issues include: • The importance of defining clearly the process for calculating the financial performance to be measured, including dispute resolution procedures should sellers and buyer disagree. • Negotiation over the extent to which the sellers should be protected against buyer actions which might adversely impact on post-acquisition performance. Examples include management changes, stripping out cash, diversion of business or staff resources away from the target business, competitive acquisition of other buyer group businesses, even selling the target business during the earn-out period. For its part, the buyer may be content to confirm that it will not take any action intended to damage the earn-out, but it will be nervous about accepting other restrictions and its freedom to operate group companies. As in business generally, risk for sellers and buyers in M&A transactions can never be eliminated entirely. However, a thorough approach – both commercially and legally – to due diligence, the acquisition process and integration planning and implementation will give the best chance of completing successful deals. Acquisition International - March 2016 33

Outstanding Women in Business, Scotland 1603WO40

Outstanding Women in Business, Scotland Life is Today Academy is a Personal Transformation company and provides teaching, mentoring and coaching to individuals and businesses who are looking to achieve professional success by focusing on self-Mastery. We spoke to Leila Khan, a Self-Mastery and Leadership Expert, on how women are gaining increasing access to the previously male dominated corporate landscape.

Company: Life is Today Academy Name: Leila Khan Email: info@ lifeistodayacademy.com Web: www.lifeistodayacademy.com www.overcomelifesobstacles book.com Address: Woodside House, 20-23 Woodside Place, G3 7QF Telephone: 0141 582 1268

As both a woman working in business and a SelfMastery and Leadership expert, I have a unique perspective on the role of women in business. From my personal experience, monitoring social media as well as mentoring female professionals who want to start their own businesses, it is clear that the Women’s Empowerment movement is growing and moving quite quickly. I have always been inspired by women who break the mould and challenge the status quo, therefore being an integral part of Women’s Empowerment. Some of the women who have inspired me so far this year are: Malala Yousafzai, Angelina Jolie and her work of ending Sexual Violence against women around the world, Emma Watson and her #heforeshe campaign with the United Nations and Hilary Clinton’s bid to become President of the United States. Women are equal to men, regardless of our obvious gender differences. Promoting women in business has a powerful ripple effect on current and future generations. Leading by example is the best way for us to learn what is possible for us because many limitations and inequalities still exist. The ripple effects of these inspirational women then filter through to the business world, making women more likely to reach for success. This is crucial to gaining success in business. In the past the limitations have always been beliefs and ideas that women could not succeed in business, which are clearly outdated. The current climate is that it’s so much easier for women to start businesses. Many female entrepreneurs who are successful are becoming more visible, they are speaking out and they are showing other women what is possible by leading by example. Therefore I think it’s an amazing time to be a woman in business. Diversity is more prevalent than ever and this is allowing many people who previously would have struggled to enter the business market to make their mark. My definition of diversity is ‘inclusivity of everyone who is a different colour, race, religion, gender or physical ability’. The landscape of opportunities for women and those from different backgrounds has been changing for a long time and I believe will continue to do so.

As more and more women are moving up the ladder to the top echelons in business, we are bringing a new kind of diversity with us. A woman will often offer a different perspective to men; one that consists of her unique life experiences that may not have been considered before. Diversity in the workplace is definitely something which I am passionate about encouraging. My belief is that we are all human first, regardless of the colour of our skin, our choice of religion, our gender. As humans, each of us has unique inner potentials that are waiting to be realised. At the end of the day, we are each born with innate skills. How those skills are brought to life and what we do with them is part of the challenge of life. We are not taught how to be human; However when we learn how to be resilient, determined, creative, accepting, loving, compassionate, intuitive as well as logical, then there is no stopping any of us. Despite the massive leaps in diversity and Women’s Empowerment, there is still a long way to go. Women who are confident and astute decision makers are vital to their own success as leaders in business. I personally feel that many women are in the infancy of moving up the ladder and succeeding as entrepreneurs and business owners. We have so many ideas that are just waiting to be created! In order for the business landscape to continue to evolve, there is a need to teach women how to effectively use their innate skills such as creativity, intuition and self-worth with confidence. It seems as if more women are now looking for new options to tailor around their personal lives. There is no reason why a work life has to be a 9-5 anymore when there are so many options for a flexible career which marry your personal circumstances with your passions, as well as financial success. From my perspective, women have made huge progress. The thing that I see as being the key factor to change in order to help women move forward and get ahead is to transform limiting beliefs from previous generations and create new empowering beliefs. It should not be an anomaly that women have a long way to go. It’s a lot of fun for me to coach, teach and mentor ambitious women to discover just how much more inner potential they have, and moving forward I am excited for the future of women’s role in business. Acquisition International - March 2016 35

Famous for Celebrity Tax Advice TA160038

Company: Thomas Harris Chartered Accountants Email: ct@thomasharris.co.uk Web: www.thomasharris.co.uk Address: Merton Abbey Mills, London SW19 2RD Contact: Chris Thomas BA FCA Tel 020 8542 4262 Mob 07734 929448

Famous for Celebrity Tax Advice Thomas Harris Chartered Accountants, based in Wimbledon London UK, is a small niche practice operating in the entertainment field. Chris Rowland Thomas talks us through the firm and how they came to win “Best Celebrity Tax Adviser – UK” in our 2016 Tax Awards.

Thomas Harris Chartered Accountants are an experienced and established small two partner firm based in South West London. The firm was established because of our founder’s passion for playing blues guitar which led him to attract clients in the music scene. The business has expanded to cover a broad range of entertainment clients. The firm now acts for over 400 clients covering a wide range of disciplines. Our clients range from small businesses to wellknown celebrities. We do not pick and choose on the basic of success, rather we aim to create a rapport with our clients so that we can truly understand their business and offer them the best possible service. Because of our strong relationship with each client we are able to tailor our service to suit their individual needs. An unknown music tribute act recently came to us with little or no funds and were being chased by HM Revenue and Customs for the last six years tax returns. Our approach resulted in a ‘no profit no loss’ agreement for those years. That meant no tax, no penalties and no interest was payable at all for that client, which was the best option.

For the more successful clients we have taken the approach never to take them into what are called ‘aggressive tax schemes’. In fact we have positively discouraged them if they had been approached by other advisors. I believe that they were essentially dressed up tax deferral schemes, mainly making large fees for the advisors, which does not fit in with our philosophy of helping clients. You need to differentiate these shams from the positive tax incentive schemes which in fact are championed by the UK government. These are things like the Enterprise Investment Scheme and the film tax credit scheme, which we have been extensively involved in with film financing and getting tax refunds. These enable up to 50% tax relief on the initial investment and up to 25% tax back on film expenditure. These are encouraged by the UK government providing work and employment in the country. We take advantage of all available tax minimisation and reliefs that are allowed keeping clients taxes to a minimum. This is a necessary action in the complex tax laws that are faced by those in business. Their charitable giving is their own affair. Moving forward we would like to continue to grow as a business and continue to provide the best possible service to all of our clients.

Acquisition International - March 2016 37

Most Innovative Tax Firm - London TA160069

Most Innovative Tax Firm - London Silver Levene is the largest ACCA practice in the UK. Mason Bloom talks us through the firm and the innovations in service which helped it to win this prestigious accolade.

Company: Silver Levene Web: www.silverlevene.co.uk Address: 37 Warren Street London W1T 6AD Phone: +44(0)20 7383 3200

Established in 1957, Silver Levene are an independent firm with 17 Partners and 100 staff based at our Head Office in Warren Street providing a full range of business consulting and general accounting advice for businesses and individuals.

In addition we offer our clients a range of tax compliance and advisory services, which are fully integrated into the client service offering. Ensuring that clientâ&#x20AC;&#x2122;s tax needs are taken care of is at the heart of what we do.

We specialise in the Small and Medium sized (SME) market and many of our clients come from media, film, entertainment, legal, professional services, property and retail industries.

To achieve this we take a pragmatic and commercial approach to giving advice and ensure that we listen to each clientâ&#x20AC;&#x2122;s wishes and objectives, as this ensures that we are able to meet them.

Our service offering is wide and includes audit services; tax consulting and investigations; bookkeeping; VAT and company secretarial advice. This is combined with specialised services in corporate finance, personal financial management, human resources and IT consulting.

Ultimately, people are a vital asset to our business, and therefore we are highly selective when choosing both clients and staff. When hiring staff we always look for bright and ambitious individuals who enjoy the challenge of dealing with sometimes complex matters in an ever changing environment. With regards to clients, we look for individuals and businesses who want us to be their business partners and trust us to deliver on their needs.

Acquisition International - March 2016 39

1603OH04

Clever Marine Services Ltd

Name: Capt. SVEN FROMM Managing Director Phone: +44 (0)1624 835123 Mobile: +49 (0)1522 4444479 Email: clevermarine@ clevermarine.com Web: www.clevermarine.com VAT No.: GB 004 2303 45 Reg No.: 101290C

Clever Marine Services Ltd (CMS) is based on the Isle of Man and is since 2009 providing its clients with ‘Fast and Professional Solutions with reasonable and predictable pricing’, for any marine related maintenance or repair task. CMS is an ISO 9001 accredited marine and offshore service provider who offers from overhaul, maintenance and repair of any make of diesel engine, sourcing and sale of technical spare parts, Class approved None Destructive Testing (NDT) & Ultrasonic Thickness Measurement (UTM) up to Survey & Consultancy as well as sourcing of marine and offshore professionals and full ship management. CMS offers the overhaul and repair services as well as the sale of diesel engine spare parts for any make of diesel engine but we are specialised and hold our own engine documentation library for MAK, DEUTZ, YANMAR, WARTSILA, CAT, and HYUNDAI HIMSEN as well as for MAN and its Korean and Russian licensees. Our NDT/UTM services are class approved by DNV-GL, ABS, BV, RINA and Lloyds Register and we offer MPI, LPI and UT NDT methods and UTM up to corrosion management. Our senior project management team consists of 3 marine/offshore professionals which have all more than 23 years’ experience in the marine and offshore industry and each team member is at least double qualified and multiple skilled. Our senior project manager hold all Chief Engineer unlimited licenses and Supervisor qualifications in NDT and UTM as well as Auditor and Surveyor/Superintendence certificates and CAD skills. In addition to the senior management team CMS is able to tap into a pool of 250 Engineers, Fitters, Welders, Turners, Painter and labourers on contractual bases all the contracted personnel is at least 1 year known to CMS. We are since 4 month also the appointed UK & Global sales representative for HAINCA Ultrasonic Antifouling solution and are since over one year UK Sales representative for IBS Scherer Parts Cleaning Devices and solvents. These innovative products can aid your company by achieving a reduction in operating costs and displaying a greener footprint. Can you tell us about your career background and what you have done in the past? I am still one of the older generation of seafarers and started my career on sea as Apprentice to multiple skilled able seaman in 1985 and passed the exam to become AB in 1988. I sailed then for 2 years as Bosun on deck and Storekeeper in the engine room and started my studies to become master mariner in 1990. During the studies I upgraded the course and actually obtained my Master License as well as my Chief Engineers License (up to 750 KW) in 1992. In the next 4 years I sailed on all different types of cargo vessels as 2nd and Chief Officer and got my first ship as Master 1996. I carried on sailing until 2002 and became then Supercargo in the pulpwood trade. After a year as Supercargo I found employment as Superintendent at Scott Shipping LTD

40 Acquisition International - March 2016

where I became Technical Director in 2007 before I became Managing Director of Manx Ocean Crewing Ltd (formerly Scott Shipping). I founded CMS Ltd in the end of 2009 and since 2015 I am solely running and owning Clever Marine Services Ltd in order to provide owners/managers with an alternative to costly manufacturer and survey & consultancy services. What are your thoughts on the current marine & offshore market environment? We were already used to the crisis in the Container and other Dry Cargo Markets but now the complete offshore marine industry is affected, too. The only two shipping industry branches which are still making profitable business are currently LNG Tankers and the cruise market. In the dry cargo and container market is also no sign for improvement because the actual charter rates still are only 50% from the boom rates in beginning of 2008 and considering that there are currently over 390 container vessels laid up but already 191 are newly ordered, it is hard to see signs for improvement. The offshore industry is suffering from the massive reduction in the oil price as well as the fact that the renewable energies have lost most of the government funding in 15/16. Which factors do you think are the main reasons for the current market environment as it stands today? The main reasons for this market situation are in case of the dry cargo and container markets the fast over capacities which have been and still are created by the building boom from 2003 to 2008 and the innovative vessels with LNG, BI-Fuel engines, etc. , Ballast Water Treatment plants and Scraper, which are currently build. Nearly the same applies to the Bulker segment of the market. In case of the offshore industry the major factor is the catastrophic decline of the oil price which made within 12 month nearly every oil production facility in the world non profitable. We for example had fixed contracts in the oil & gas industry which all been indefinitely postponed in January 2016. In Angola FE, the producer require a barrel price of $38.00 to breakeven but also there the man power and planned projects were drastically reduced during February 16. A few days ago I read an analysis of the oil price from the World Bank and in this graph it took till 2022 to reach a barrel price of $70.00 again.

Clever Marine Services Ltd

Acquisition International - March 2016 41

Struan’s Landscaping & Groundwork’s Services The Highlands Specialist Landscaping & Groundwork’s Contractor

01862 850 375 info@struan.eu

www.highlandlandscaping.co.uk BE160135

Clever Marine Services Ltd

For the future these facts mean that owners/ managers will be forced to look at the most economic viable option to solve technical or other problem.

improvement and out of these reasons we are hoping to start talks to the appropriate bodies and persons in government, shortly.

What solutions are available to reduce operating costs? Currently the big key words are Condition Based Maintenance (CBM), Risk Based Maintenance (RBM) and Big Data. These systems are supposed to improve the maintenance quality on board as well as reduce operating cost by optimising store keeping, ordering and purchase as well as reducing purchase of unnecessary spare parts and consumables. Big Data is supposed to give even more criteria for an educated decision to the decision maker on sea or a shore. Big Data combined with the modern communication, recording and real time picture technologies is supposed to prevent technical mistakes, operator errors and waste of spares and consumables. All the above mentioned systems are definitely the way forward but will require certain vessels and equipment to be implemented. If these systems are to be implemented on an conventional cargo vessel it will require substantial investment for communication equipment, Software, Consultants, Training and knowhow from owners / managers of the vessels. Only due to the required investment, training and knowhow these system will not show any reduction in operating cost in the first 24 month at least.

We have made this decision because we can clearly see that recruiting from marine Chief Engineers only is not sufficient to fulfil the future requirements.

For me the only solution with immediate ops cost reduction is to work with flexible, skilled and fair service providers, keep well trained and motivated crew which returns on the same vessels and to purchase under the old philosophy ‘We are too poor to buy cheap but not rich enough to buy expensive’. When will these solutions be usable for the general marine & offshore fleets? Due to the fact that because of the currently challenging market more ships then usual are getting scrapped between 15 and 20 years of age the modernisation of the worlds tonnage will be faster than usual but it will take at least 10 years until these technics and systems will become part of mandatory rules and regulations and the majority of vessels will be able to operate in such a way.

How can a Service Provider assist with the above problems? As cliché as it may sounds, competitive pricing is the only aspect which can assist with the current financial situation. Obviously it would be easy to just provide cheap service but the art is to provide reasonably priced services with the same or better quality outcome than comparable makers’ services. Over and above it is important to be flexible and to think outside the box. All synergies which may develop before, during or after a service contract must be used and the service provider must be open to compromise same as vice versa. At CMS Ltd we always work in accordance to the clients requirements but we will suggest possible alternatives if we see a chance for better service or cost reduction. What is the difference between service providers in general and CMS Ltd? CMS Ltd is a comparably small marine and offshore service provider and we see our task in providing flexible, multiple skilled, multiple qualified and motivated service teams for predictable and reasonable pricing. We are flexible in view of the strength of our teams, we are providing from one Supervising Engineer who works in connection with crew up to 10 strong service teams which are led by a Supervising Engineer. We have also already provided up to 3 teams with team leaders working under one project manager on the same site. The flexibility in technical issues is ensured due to the multiple qualification and experience of our team

members and Engineers. This means that one service team can carry out several different tasks. For Example our Team could overhaul any kind of diesel engine on board and the same team could still perform Non Destructive Testing, Ultrasonic Thickness Measurement, and Survey or Consultancy tasks. This can aid the reduction in operating cost due to reduced travel and accommodation cost and it does not disrupt the service period because of change of service team and it is helpful if there is limited accommodation capacities. What is the CMS Ltd strategy for the years ahead? Even in this challenging times we are noticing lately that there is more interest in our services. We think that this increase in demand for the services we offer is triggered by word of mouth and due to our advertisement campaign in the last 24 month. We are expecting an increase in services rendered of 10% in 2016 and 15% in 2017, therefore it is for us majorly important to start the aforementioned apprenticeship program to ensure supply of skilled, interested and motivated Engineers. We are also planning to increase the spare part sales at Clever Marine Services Ltd and therefore have started negotiations with another partner who will bring us better purchase options and will enable that we can broaden the variety of spares we are offering. How would you summarise the advantages of using CMS Ltd? - Reasonable & Predictable pricing – prices are fixed 365 days 24/7 and are on the CMS Website - Versatility – Multiple skilled personnel & broad scope of services - Minimum bureaucracy - Own Library of Service Manuals & Spare Part Catalogues for MAK, MAN, DEUTZ, Hyundai Himsen, SKL, Caterpillar and Wartsila (partly) - Lean management structure – One person to talk to

What is planned to overcome the shortage of marine & offshore engineers and technicians? This is one of the topics we at CMS Ltd are struggling with every day. Due to the fact that we source our additionally required workforce out of a pool of 250 Engineers, Fitters, Turners, etc. we are constantly searching for Engineers with the ability to act as Supervising Engineer and Team Leader. In average we have about 2 Engineer candidates per opening, worldwide. Due to Visa requirements, the need for economical transport and travel of the service team and other points like availability of flights or other logistic necessities, we are lucky if we have one candidate left. We at CMS Ltd have started beginning of this year to design an own Engineer apprenticeship scheme, which we hope to start in 2017 with the aim to train our own junior engineers and to keep them long term employed with us. We are luckily based on the Isle of Man where it is actually easy to make contact to government and where we have a government which is interested in innovation and Acquisition International - March 2016 43

The Power of Outsourcing 1602WO07

The Power of Outsourcing Miss MPS is a virtual assistant firm with a broad service offering and a dedication to quality. We spoke to Managing Director Clare Runham, who talks us through the wide range of services the firm offers and the techniques it employs to ensure every client receives the best possible service.

Company: Miss MPS Phone: 01732 521390 Email: info@MissMPS.co.uk Web: www.missmps.co.uk

Miss MPS has both a varied client base and a vast service offering: we work with clients ranging from start-ups to multinational corporations and everyone in between, supporting them with everything from a full secretarial service to holiday cover, arranging meetings and creating presentations and even writing minutes. Our services are split into three categories; general business, online marketing and personal. Our experienced and dedicated staff are able to handle almost any task given to them within these areas, and we assist a wide variety of clients with everything from booking a dinner reservation to media planning. Some of our larger clients include Groupon, the coupon specialists, and recent projects we have undertaken include arranging a high profile event at the Tower of London. There is currently a growing demand for virtual assistant services in the UK, as outsourcing companies such as ours are more flexible than hiring a full time member of staff. We offer clients the opportunity to buy our services for as long as they require them, allowing them to use our services simply for single projects or to gauge whether they actually need to hire someone full time. Staff at Miss MPS have strong backgrounds in a range of industries, including marketing and real estate, and we encourage staff to be creative in their role, offering clients more than just a secretarial service. We get to know each of our clients, learning about their business and industry, so that we can offer advice and ideas.

It is this innovative approach, alongside our superior quality service, which sets our firm apart from our competitors, which is vital in a busy industry such as ours. There are many new firms offering similar services, however we offer clients a high quality service and a vast skills pool from which to choose, which sets us apart from our competitors and draws clients to our business. As a firm we work from one office, ensuring that clients have a central point of contact. We also communicate with each other regularly, and offer advice and ideas to our colleagues on the work they are undertaking. This collaborative approach provides clients with the best of all of our skills and means that they are always more than satisfied with the service we provide. Being based in Kings Hill, we are able to service the Kent and London region, offering our high quality virtual assistant by phone, email, Skype, Dropbox or remote access. Alternatively, we can provide a face to face onsite service. As already mentioned it is this flexibility which draws clients to our business, and makes outsourcing secretarial duties an ideal option for many firms. Looking to the future, we are keen to grow as a company so that we can provide these quality services to even more clients. In order to achieve this we are currently in the process of taking on more staff in order to enhance our collective skills and grow as a company.

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Copperstone Capital is an investment management firm founded in 2009 with offices in Moscow, Russia and London, United Kingdom. We manage wealth for high net worth individuals and institutions through various hedge fund strategies. 16 Sadovnicheskaya Street, Moscow, 115035, Russia T +7 495 988 0010 F +7 495 951 1410 www.copperstonecapital.com

HEDGEfund awards2015 Best Russian Fund (Since Inception)

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