Corporate

We work as a key member of your team to get the deal done.

We have substantial experience and expertise in corporate matters.

Mergers and acquisitions, the sale or purchase of companies, shares and businesses, are a key part of the work of our Corporate & Commercial Department.

We have advised on many corporate restructurings, including demergers and arrangements under statutory provisions, in addition to restructurings related to refinancing.

Joint ventures are a common feature of business. We have worked with clients on a large number of these including in relation to setting them up, making them work and in sorting things out when they have come to the end of their lives.

Use the list to find out more about our corporate services.

To find out more about how our corporate law specialists can help you, please contact David Woods

 

The Legal 500 rates us as a first tier firm for our Corporate and Commercial advice:

 

The firm is “always quick to respond with commercially-minded advice.” (2017)

“Team head David Woods and director Alastair Gunn have well-established reputations for M&A, MBO, MBI and share deals.” (2017)

 

 

Whether your M&A transaction is an MBO, MBI, BIMBO, IBO, private equity deal, trade sale or purchase of a business and assets or shares we can help.

With a wealth and depth of experience advising clients across a range of sectors in relation to a variety of M&A transactions we are perfectly placed to help you through the process.

The strength of our corporate & commercial team on transactional work is complemented by the expertise of the firm in areas such as commercial property, employment, pensions, health & safety and intellectual property which ensures that we are able to support you in relation to the various aspects of a transaction.

We work closely with you to understand and help you achieve your objectives.

The earlier you get us involved the more value we can add – we will help you:

  • To clearly understand what the process will involve
  • To structure the transaction to meet your objectives
  • Document the heads of terms of the transaction to make sure that everyone involved is on the same page
  • Scope and manage the due diligence process
  • Negotiate the transactional documentation
  • To keep the process running smoothly.

To talk through your transaction – the earlier the better – contact David Woods.

Corporate reorganisations are increasingly common place in these challenging times – we can help you through what can be a complex process.

Reorganisations can occur at various stages throughout the evolution and development of a business, for example, when coming to the end of the start-up phase, either before or after an acquisition to help with integration issues or simply to help a business to be more competitive.

Whatever you are thinking of doing a reorganisation needs to be carefully planned in order to ensure that the process goes smoothly and does not create unexpected problems for the future which could damage your business.

A reorganisation can be a surprisingly involved process – we will work closely with you in relation to issues such as:

  • Directors’ duties and consents
  • Planning
  • Pricing of any assets being transferred
  • Employee issues
  • Documenting the transaction
  • Concerns about returns of capital, distributions in kind and other insolvency issues

For advice and help in delivering your corporate restructuring project call contact David Woods.

Our assistance in setting-up a joint venture will ensure the legals are covered so you can focus your efforts on creating a successful enterprise.

We like helping businesses, whether that be companies or individuals as a partnership, come together to achieve success, and we’re experienced at being part of the teams that make such deals happen.

While you focus on the strategic direction of the venture, we can ensure everything is in place to protect your existing business and put the new project on the path to profitability. Whether the joint venture is about sharing know-how, a co-operation agreement, merging operations or a completely new project, we can share our experience to make it a success.

We have advised on all aspects of joint ventures – from the overall structure of the transaction, right down to the detail of the agreement and all that goes with it including funding arrangements.

Our knowledge and assistance can help you:

  • Determine the most appropriate legal structure for your venture
  • Assess the competition law implications of the deal
  • Address any cross-border implications
  • Protect your existing business while setting the joint venture on the path to success
  • Prepare bespoke articles of association and shareholders’ agreements to govern your joint venture
  • Deal with ancillary issues such as employment, administration and regulatory approvals

For advice that provides your joint venture with a strong platform for success contact David Woods.

Greenwoods GRM is delighted to have been able to advise the founders of Barracudas, the UK’s largest operator of activity day camps for children, in obtaining significant development capital investment.

The business has grown significantly since the opening of its first camp over 25 years ago and now cares for over 30,000 children every year across 42 locations.

The investment will allow the founder and managing director Neil Greatorex and the management team to accelerate growth through increasing the national footprint of the business.

Greenwoods GRM worked with Bishopsgate Corporate Finance and Thomas Quinn accountants to complete the transaction in early May 2018.

The Greenwoods GRM team was led by David Woods and including Ollie Flowers, Keith Williams, Kelly Peck and Ollie Clymow.

Published: May 2018

The Corporate team supports the acquisition of PEME

As recently reported by ‘Insider’, Peterborough Electrical & Mechanical Engineering (PEME) has been acquired by technical services group Edwin James Holdings (EJH).

Greenwoods was delighted to support the shareholders of PEME with the transaction.

PEME is an outsourced reliability maintenance services company that provides electrical and mechanical plant and asset maintenance to large UK and European manufacturers.

Our team, led by Partner Alastair Gunn, worked with the PEME shareholders to deliver the acquisition for an undisclosed sum.

The merger strengthens the market place role for both companies, with combined revenues of about £150m and approximately 1,000 staff.

Ashley Maile, Managing Director of PEME commented: “In Edwin James Holdings we have found the right partner with an impressive track record in delivering business growth. With our strong reputation and EJH’s in-depth industry knowledge PEME can reach its full potential delivering best in class services to the UK market place.”

Published : 23 June 2017

We are delighted to have advised on the successful management buyout of award-winning Cambridge content agency CPL.

Founded just over 20 years ago as Cambridge Publishers Ltd, the company provides first class content marketing services – such as copywriting, video and graphic design – across both digital and print channels.

Led by Managing Director Mike Sewell, the management buyout has widened the ownership of the firm to include a number of key members of the existing team. The previous owners will remain as shareholders and are continuing to play an active role in the business.

Congratulations to the CPL team on the management buyout which will now ensure that CPL has a strong foundation to continue to grow and flourish well into the future/

Published : 30 May 2017

The Corporate team advises Stratagem as it acquires Page Hargrave

We are delighted to have worked with Stratagem in connection with that acquisition.

Stratagem’s mission is to deliver a strategically different intellectual property management service in order to build successful businesses, both with, and for its clients, and has grown to thirty four staff since it was founded in 1999.

Whilst Stratagem has the capability to cover all technologies including biotech/pharma, medtech, physics, engineering and electronics, and all forms of intellectual property advice and management of patents, designs, trademarks, copyright, trade secrets, licensing, due diligence and commercialisation support, the merger with Page Hargrave will help step change the business.

In addition to its UK-based clients, Page Hargrave has a wide geographic presence and long-term experience of assisting overseas corporations and professional firms with their intellectual property requirements in the UK and Europe. They bring to the combined business considerable experience of handling patent work involving electrical engineering and the physical sciences, and trade mark work globally.

“I have been delighted by the support I have received throughout the transaction from the team at Greenwoods led by David Woods” 
said Stratagem’s CEO Nicola Munton-Baker, “their advice was always commercial and they helped make sure the transaction concluded on time.”

Published : 4 May 2017

Advice given on the sale of cleanroom and healthcare consumables manufacturer.

The directors of Nitritex Limited, a leading manufacturer of cleanroom and healthcare consumables, announced the sale of the company to Ansell Limited, a global leader in protection solutions. The acquisition of Nitritex offers Ansell a unique opportunity to accelerate growth in the Life Sciences segment by expanding their expertise and product range.

Founded in 1996 and headquartered in Newmarket, Nitritex, through its flagship brand BioClean™ manufactures a broad range of sterile and non-sterile consumables including disposable gloves, garments, goggles, face masks and accessories.

The company has strong capabilities in supporting the demanding standards of cleanroom and healthcare Life Sciences customers in more than 80 countries, with the majority of its sales in Europe. The company has demonstrated consistent, double-digit revenue and earnings growth in recent years.

Derek Watts, Managing Director of Nitritex said: “I am delighted that Nitritex has become part of Ansell. The company has been enjoying very strong and sustained growth, and Ansell is an ideal partner to support the further development of the company worldwide.”

PEM Corporate Finance provided specialist advice to the vendors throughout the sale process. Lake Falconer, Corporate Finance Partner said: “We have worked towards this transaction with Derek over a number of years and I’m delighted that his plans have come to fruition. Ansell is the perfect example of a strategic buyer and its international reach will fuel the continued growth of the company.”

The total consideration is £57 million including £12 million of cash. The net purchase price of £45 million (approx. US$56 million) is equivalent to a multiple of approximately seven times adjusted EBITDA on a trailing 12 month basis.

Published : 28 October 2016

Local destination, Mediterranean feel

We are delighted to have helped the buyers in their acquisition of the Olive Grove Oundle – “the destination of choice for home and garden”.

The sellers, Tim & Jackie Thackray, posted a letter on the Olive Grove website containing this announcement:

“Some of you may already be aware of the new owners ‘Waterside Garden Centre’ at Baston. The Parrott family have, over the last 26 years built one of the best family-owned independent garden centres in the UK.

During the last six months, we have worked extremely closely with Andy, Sue and Jon who understand the quirkiness of The Olive Grove. They appreciate that it is different and they are keen to keep it that way. These guys tick the all the boxes and we are sure that they will make great long-terms owners of ‘Olive Grove Oundle’ (the new name). They have some great plans to enhance the business, note the word ‘enhance’ and not ‘change’ and we are confident given the time and support from our customers, they will make an even greater success.”

Our team were delighted to assist our long standing clients in their acquisition – particularly because both David Woods and May Ozga, who advised on the transaction, are frequent visitors to this unusual and outstanding “destination”.

Published : 27 May 2016

The Corporate team advises on Courier Elite deal

We are pleased to have advised the shareholders and directors in the sale of Courier Elite Limited to Woodlands Logistics Limited.

The transaction completed on 5 May 2016.  It has been reported widely in the logistics and business press as a strategic move in the future growth and development of Woodland Group.

The was led by Partner Alastair Gunn with support from Senior Solicitor Ollie Flowers.

Our clients were very pleased with our service saying: “We have recently sold our business and employed the services of Alastair and Ollie. They were extremely helpful and kept us informed all the way through. Their advice and professionalism made what at times was a fraught situation more bearable and enabled us to obtain a very satisfactory outcome. We would not hesitate to recommend Greenwoods and would use them again if the need arose.

Published : 15 July 2015

The cleanest of deals

We were delighted to have assisted food safety and environmental health specialist Dr Lisa Ackerley and her company in the sale of their market leading consultancy, training and e-learning expert business Hygiene Audit Systems to food industry risk services and compliance specialists Acoura Holdings Limited.

The transaction completed on 6 July 2015 and is reported on Acoura’s website as being “a significant seven figure deal”.

For over 25 years the St Albans based company, led by Dr Lisa Ackerley, has been offering customers a wide range of environmental health services and food safety solutions. These services include food safety advice, expert witness support, health and safety training and e-learning. Operating across the UK, key clients include John Lewis, Bourne Leisure, McMullen Pub Co and Mitchells and Butler. The business will be integrated into Acoura’s highly successful group.

The team was led by Head of Corporate & Commercial David Woods with input from Victoria Robinson and Kate Spendiff (Commercial Property). Osborne Clarke (London) acted for Acoura.

Lisa Ackerley was delighted with our service and wrote :“Thanks for all your help David – everyone was singing your praises. If you ever need a testimonial or reference from us, just say – we are very grateful for your assistance”.

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