hm dealmakers - harper macleod · css’ fourteenth business acquisition and ... business unit...
TRANSCRIPT
Driven by results
Fun and Games
IT already seems some time ago now, but it would be remiss not to mention the biggest thing we’ve been involved in since our last update. The Glasgow
2014 Commonwealth Games were spectacular, and as you’ve probably gathered by now, we played a small part in that success.
Most of the hard work was done by the time the action started on 23 July, but as well as enjoying the spectacle, our lawyers across the firm, including in the corporate team, picked up invaluable experience working on a complex, high-pressure project like no other. So what’s next?
The small matter of the referendum followed, and with much of the uncertainty around our constitutional future settled for now, there is no obstacle to business as usual, though in fairness the political hysteria hadn’t slowed us down.
You’ve no doubt seen that some
players in the Scottish legal market are struggling, or have even disappeared. Meanwhile, we continue to go from strength to strength, and taking on private client specialists Bird Semple in September only strengthened our service offering for those we work with.
One of the great things about our jobs is that we get close to businesses and organisations from the very small to the extremely large. And we’re seeing confidence all the way through.
There’s a real appetite for deals over the immediate future, and as economic conditions continue to improve there will be even more funding to feed that appetite.
Part of our team specialises in working with Scotland’s entrepreneurs and early-stage businesses, and they hit the papers after witnessing record activity in July. We also helped Entrepreneurial Spark roll out nationwide, and with crowdfunding and other parts of this arena continuing
to grow, it’s an area where our contribution and commitment to innovation have proven to be wise.
To find out more about what our team can do for you, visit www.harpermacleod.co.uk or email [email protected]
Legal Advisers to the Glasgow 2014 Commonwealth GamesLegal Advisers to the Glasgow 2014 Commonwealth Games
HM Dealmakers
CORPORATE UPDATE
Third Quarter, 2014
In this edition ...Latest deals ... A selection of highlights from our recent deals, to keep up with what our team has been doing
Real Deal Seminar Join us in Edinburgh or Glasgow to go behind the scenes of one of our most interesting recent deals
Other HM news ...Mergers, awards, promotions and much more
DEAL HIGHLIGHT: ACQUISITION
The Clyde Group Holdco LimitedValue: UndisclosedLead Partner: Chris KerrCompleted: September 2014Location: Scotland
We advised The Clyde Group Holdco Limited on a secondary management buy out and the acquisition of the entire issued share capital of The Clyde Group Holding Company Limited, the ultimate parent company of The Clyde Group of companies, which operate in the maritime recruitment, training, travel, healthcare, uniforms and workplace safety sectors.Our Corporate team advising on the acquisition was headed by Chris Kerr (Partner) with Corporate assistance provided by Craig McKerracher (Associate) and Amy Mackenzie (Trainee Solicitor).Specialist input on Banking & Finance and Employment aspects were led by Tony Cameron (Partner), John Pringle (Associate) and Nicole Sorbie (Trainee Solicitor), and Scott Milligan (Associate) respectively.
DEAL HIGHLIGHT: INVESTMENT
Kelvin CapitalValue: £550,000Lead Partner: Paula SkinnerCompleted: July 2014 Location: Edinburgh
We advised Kelvin Capital, one of Scotland’s most active Business Angel groups, in its investment in Scottish marine renewables company QED Naval. QED has
a revolutionary product, the Subhub, which could help make the country’s industry commercially viable. The investment deal sees Kelvin partner the Scottish Investment Band (SIB) to invest £200,000 immediately through the Scottish Co-investment Fund, with a second tranche of funding to come early next year. Harper Macleod’s team, led by Partner Paula Skinner, advised Kelvin on legal diligence on QED Naval and the entire investment process.
DEAL HIGHLIGHT: ACQUISITION
Connelly Security Systems LimitedValue: >£500,000Lead Partner: James MacGregorCompleted: October 2014Location: Scotland
We advised Connelly Security Systems Limited (CSS) on its acquisition of leading Edinburgh-based security business Castle Security Group Limited. The deal marks CSS’ fourteenth business acquisition and a significant expansion to its presence in Edinburgh and the east of Scotland. Harper Macleod LLP’s Corporate team advising on the sale was headed by James MacGregor (Partner), with Corporate assistance provided by Paul Macdonald (Solicitor).
DEAL HIGHLIGHT: ACQUISITION
Professional Data Management Services (UK) LimitedValue: £752,000Lead Partner: Chris KerrCompleted: August 2014
Location: England, Isle of Man & Scotland
We advised Professional Data Management Services (UK) Limited on its acquisition of certain of the business and assets of Maxima Information Group Limited, specifically a business unit based at Hillington Park.The deal marks the expansion of the presence of Professional Data Management Services (UK) Limited in Scotland following the establishment of their Glasgow office earlier in 2014. Our Corporate team advising on the sale was headed by Chris Kerr (Partner) and David Kaye (Partner), with Corporate assistance provided by Craig McKerracher (Associate) and Mhairi Docherty (Solicitor). Specialist input on Commercial Contracts, Employment, Intellectual Property and Real Estate aspects were led by Jill Fryer (Associate), Scott Milligan (Associate) and Gillian Shaw (Associate), Simon Rajgopaul (Associate) and Nigel Eccles (Solicitor) respectively.
DEAL HIGHLIGHT: INVESTMENT
FlexiworkforceValue: £150,000Lead Partner: Paula SkinnerCompleted: August 2014Location: Glasgow
We advised Flexiworkforce, the first recruitment website focused on the UK’s flexible working market, obtain £150,000 from Business Angel syndicate Kelvin Capital. Flexiworkforce, a former E-Spark Nest businesses, brings together employers facing skills shortages with the UK’s estimated seven million jobseekers looking for flexible working. A high level of interest saw the funding round oversubscribed by would-be investors. Led by Paula Skinner, our team advised the company from an early stage in relation to its fundraising, making the initial introduction to Kelvin Capital. We also advised the company on the investment process.
RECENT DEALS
For a list of all our recent deals visit www.harpermacleod.co.uk/corporatedealstable
DEAL HIGHLIGHT: INVESTMENT
Entrepreneurial SparkValue: undisclosedLead Partner: Paula SkinnerCompleted: September 2014 Location: London
Harper Macleod advised pioneering business accelerator Entrepreneurial Spark in its multi-million pound expansion across the UK.
The deal saw Entrepreneurial Spark would partner with RBS-owned NatWest to open eight new regional hubs around the UK, starting with Birmingham.
The move will provide support for thousands more entrepreneurs and high growth businesses, with the hubs offering free workspace, hands on mentoring, a start up ‘bootcamp’ and a free programme of up to 18-months of advice, support and funding clinics.
Harper Macleod has been the Legal Ambassador to Entrepreneurial Spark since its earliest days. The firm provides mentoring services and legal clinics to companies at the accelerator’s hubs, or hatcheries, as well as advising Entrepreneurial Spark Limited itself.
Paula Skinner, who advised Entrepreneurial Spark on the expansion along with fellow Harper Macleod Partner Jamie Watt, said: “Having been part of the Entrepreneurial Spark journey since the very beginning, it was important for us to be there to support them at such a vital stage of its development. We’ve mentored and advised many Entrepreneurial Spark chiclets over the past few years – an incredibly diverse range of businesses and ideas – but the biggest deal of all has now been with the start-up for start-ups, Entrepreneurial Spark itself.”
Harper Macleod acted for Entrepreneurial-Spark Limited in its new agreements with RBS plc, covering Scotland and the rest of the UK. The new venture will be known as Entrepreneurial Spark powered by NatWest, with Harper Macleod providing advice on the commercial contract, intellectual property issues and the structuring of Entrepreneurial Spark Limited in preparation for the expansion.
Paula added: “The final week, when we concluded the deal, was pretty full on and it was a case of dropping everything else to make it happen. But the whole
Entrepreneurial Spark ethos has always been to tell budding entrepreneurs to ‘Go Do’, and that’s what we did.”
Bristol, Cardiff, Leeds, Manchester and Belfast will follow Birmingham, with two more locations still to be announced. The fledgling entrepreneurs will also have the opportunity to pitch to potential investors and compete for ‘Growth awards’ of up to £50,000.
“I’d like to thank Harper Macleod, and Paula’s team in particular, for their advice and support in helping us reach this stage so quickly. We’ve been very fortunate to work with a number of great partners from the start, and without them it just wouldn’t have been possible. Our work so far has had a positive impact on the huge upsurge in the number of new business incorporations, and better still those who go through our programmes have an 80% survival rate which is way above average. We can’t wait to take our success story to benefit a wider audience.”Jim DuffyCEO, Entrepreneurial Spark
RECENT DEALS
The HM team with Warren of Plan Bee
Our latest Real Deal Seminar, which took place in both Edinburgh and Glasgow in October, was a huge success. Around 100 people attended across both venues, and were rewared with a valuable insight behind the scenes of a unique transaction.
Our client Plan Bee is a groundbreaking eco-innovation business which offers managed bee-hive services. Earlier this year we helped Plan Bee complete a successful crowdfunding campaign as part of a £175,000 second funding round which also attracted public and private sector co-investment – a first for Scotland.
Plan Bee raised more than £100,000 from 177 investors on the Crowdcube platform.
At the same time business angel syndicate Kelvin Capital and the Scottish Investment Bank (SIB), the investment arm
of Scottish Enterprise, shared a £70,000 investment through the EIS scheme.
From bees to bucks ...Attendees at both events heard first hand from the parties involved in this transaction.
Warren Bader, founder of Plan Bee, spoke took delegates through the pioneering journey he took, including a number of high and low points, and passed on valuable
lessons for both businesses considering crowdfunding and raising investment in general, and for their professional advisers.
He was joined by Craig McKenna, Crowdcube’s Scottish representative, who showed just how and why crowdfunding had moved from alternative to mainstream.
Jim Hall, of Business Angel syndicate Kelvin Capital echoed that view, and gave an investors perspective of what they look for in prospective companies and the work required on all sides to close a successful deal.
Paula Skinner said: “We constantly hear that both businesses and their advisers have to be more innovative to access pots of funding from a range of areas. This event gave a practical case study of putting those words into practice, with fantastic results.”
Making Plan Bee fly - our Real Deal seminar
CATCH-UP & CONTACT
HM & The Greatest Games ever
As Legal Advisers to Glasgow 2014, Harper Macleod played a vital role in delivering what has widely been regarded as the greatest ever Commonwealth Games.
Team HM advised the Games’ Organising Committee on a wide range of matters, including commercial contracts, employment, property, construction, intellectual property and technology, brand protection, sponsorship, broadcasting rights, anti-doping, litigation, public procurement, state aid and competition law, data protection, capacity and vires issues and strategic and corporate governance.
As well as being Legal Advisers to the Games, advising on all aspects of the preparation and execution of the event, we were also the very first sponsors of Glasgow 2014. It’s was an amazing experience, and you can find out more on our Glasgow 2014 website.
Major expansion as Bird Semple join up
We created one of Scotland’s largest private client practices when we were joined by Glasgow’s leading boutique private client firm Bird Semple on 1 September.
The latest edition of CA Magazine ranks Harper Macleod as the third-largest legal partnership in Scotland.
Bird Semple is renowned for advising the business and professional communities, specialising in helping clients acquire, manage, safeguard and pass on their family wealth.
Specialist services include Wills and Succession, Trusts, Asset Protection, Personal Taxation, Wealth Management, AgeCare, and Land and Property. Around 35 partners, lawyers and staff moved to our Glasgow headquarters.
Sammi signs on again
Our Athlete Ambassador for Glasgow 2014, 18-year-old wheelchair racer Samantha Kinghorn, will continue to represent Harper Macleod as she targets next year’s World Championships in Doha.
An incredible 2014 saw Sammi come 5th in the 1500m at Hamdpen (pictured above), exceeding expectations as she raced outwith her category and favoured distance. Weeks later, she became triple European Champion over 100m, 400m and 800m in Swansea.
The stunning short film HM made with Sammi before the Games has now had more than 10,000 hits. You can catch up on Sammi’s story, and watch the film, via our Glasgow 2014 website.
HM named Insolvency Firm of the Year
Our Insolvency and Restructuring lawyers have been recognised as being among the best in the UK by being named Regional Firm of the Year at the Insolvency & Rescue Awards in September.
The firm was also shortlisted in the Personal Insolvency Firm category.
Harper Macleod’s Insolvency specialists are ranked as one of the leading practices by independent legal directories Chambers UK and Legal 500 advising clients ranging from government and leading financial institutions to property groups, major corporations and individuals.
HM Commercial team in UK awards
Harper Macleod has been shortlisted in the category of Commercial Team of the Year at the prestigious British Legal Awards.
We are one of only two Scottish firms shortlisted at the event, which takes place on 27 November at Old Billingsgate Market in London.
One of the key elements of the commercial team’s work this year came in its role advising the Organising Committee of the Glasgow 2014 Commonwealth Games.
Expanded role on Clydesdale panel
We were appointed to Clydesdale Bank’s new recoveries legal panel, following the bank’s recent review of its legal service providers
Harper Macleod will continue to provide the Restructuring and Insolvency services that it previously provided under the bank’s National Panel. The firm will also continue to provide services for Clydesdale Business and Private Banking (B&PB) SME business covering the East and West of Scotland, along with a new role supporting the bank’s larger, corporate, clients across the Central Belt.
Jo, Andy and John among 8 promoted
Corporate team member Jo Nisbet, Franchising specialist Andrew Fraser and John Pringle of the Banking & Finance team, were among eight HM lawyers promoted to Associate on 1 September.
The firm continued its strategy of developing talent from within, a key part of our growth plans for 2015 along with an active recruitment policy. The eight promotions, four men and four women, are: Jo Nisbet in the Corporate team; Jenna McLean and Limor Wolfe in Real Estate & Construction; John Pringle in Banking and Finance; Laura McCorquodale, Andrew Mackenzie and Andrew Upton in Dispute Resolution.
HM News
For a list of all our recent deals visit www.harpermacleod.co.uk/corporatedealstable
Get in touch: HM Corporate contactsDonald MunroPartner
e: [email protected]: 0141 227 9314
Tom Thomas Partner
e: [email protected]: 0141 227 9320
Chris KerrPartner
e: [email protected]: 01463 795 007
James MacGregorPartner
e: [email protected]: 0141 227 9637
Paula SkinnerPartner
e: [email protected]: 0141 227 9271
Jamie WattPartner
e: [email protected]: 0131 247 2510