We work as a key member of your team to get the deal done.
- Mergers & Acquisitions
- Capital Markets - AIM
- Corporate Restructuring
- Joint Venture
- Recent Transactions
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:
” Greenwoods provides a bespoke client service, that is both engaging and pragmatic.” (2020)
“Greenwoods GRM is ‘excellent – a first-class firm with a very strong team in commercial and corporate law’, according to one client.” (2019)
“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.
We understand that the IPO process can be demanding for a business and its personnel. As a result, our advice is always tailored to your specific business objectives, whatever your direction or circumstances.
We frequently advise issuers, financial intermediaries and nominated advisers/brokers on matters including pre-IPO fundraisings, AIM listings, dual listings, secondary offerings, rights issues, reverse takeovers, acquisitions, disposals, the continuing post-admission regulatory requirements and all aspects of life on the public market.
We proactively manage the delivery of our services, across all legal disciplines, ensuring a ‘joined-up’ approach so we can work seamlessly as an extension of your professional teams. It is a key reason why clients continue to appoint us.
Our AIM practice lead, Dov Katz, is praised by clients for his “calm, measured approach and clear advice” and for being “knowledgeable, attentive, proactive and professional”.
Recent AIM experience
Examples of the work that members of our AIM team have carried out include advising:
- a number of nominated advisers and issuers on admissions to AIM (and associated acquisitions), reverse takeovers, introductions and secondary placings
- various brokers and investors on fundraisings and other forms of investment for public and private companies
- Nash & Co Capital and the directors of Nucleus IFA Company Limited on the AIM IPO of Nucleus Financial Group with a market capitalisation in excess of £140m and associated matters
- the principal sellers on the sale of shares in a digital agency business in consideration for shares in the parent company of a digitally native technology services group admitted to AIM in December 2018
- a Tel-Aviv stock exchange listed company on its 1st UK acquisition
- an Eastern European property development company in relation to its rights issue
- a defence manufacturing business in relation to its admission to AIM and acquisitions resulting in a reverse takeover and placing of shares and further placings
- an IT recruitment business in relation to its recommended cash offer for a fully listed business (and the competing offer by one of its main shareholders)
We also have extensive debt capital markets experience. You can find out more about the work of our Finance & Investment Funds team, led by Alper Deniz, here.
What others say
AIM practice head, Dov Katz, is listed as a ‘Leading Individual’ in the legal 500 and a ‘Ranked Lawyer’ in Chambers and Partners. Here are some extracts from reviews across the years:
“calm, measured approach and clear advice.”
“knowledgeable, attentive, proactive and professional.”
“ensures that the interests of the clients are always looked after whilst not losing sight of the commercial rationale behind each transaction.”
“wealth of experience…exceptional strategic vision.”
“professional with an eye for detail.”
“outstanding interpersonal skills…clearly technically brilliant.”
To find out more about how our Capital Markets and AIM specialists can help you, please contact Dov Katz on 020 7504 1153.
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
- 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 Alastair Gunn.
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 advises Encasement Limited on important acquisition
Greenwoods GRM is delighted to have advised Peterborough based architectural and decorative casing solutions specialist Encasement Limited on its acquisition of Pendock.
Formed in 2007, Encasement has maintained consistent year on year growth through the manufacture and supply of casing solutions to the public sector and to businesses in sectors including residential, retail, commercial and education.
“I believe this is an excellent development for both companies” explained Encasement’s MD, Martin Taylor, who added “By bringing together two specialised and complementary businesses it will only make us jointly stronger, but also allows us to serve customers more effectively in a demanding and continually evolving marketplace.”
Encasement Limited has been a client of Greenwoods GRM for the best part of ten years and this is the second transaction the firm has helped them conclude. David Woods led the Greenwoods GRM team ably assisted by Claire Banks.
Published: November 2019
Greenwoods GRM advises Robinson Manufacturing on important acquisition
Greenwoods GRM LLP was delighted to advise on the successful acquisition of the joist manufacturing business of National Hickman from Hickman Industries Limited.
Greenwoods GRM advised on Commercial, Real Estate and Employment matters for Robinson Manufacturing during the acquisition, which sees their total number of factories across the UK reach seven.
Partner and Corporate & Commercial Solicitor, Alastair Gunn, who led the Greenwoods GRM team, said: “We were delighted to advise Robinson Manufacturing and I enjoyed leading the team that provided the legal support for this major expansion.”
Robinson Manufacturing, who supply household names in the building industry, saw the acquisition as an important step in their plans for further growth.
Simon Kidney, CEO of Robinson Manufacturing, said: “From start to finish Greenwoods GRM offered, and delivered, a partnership proposition that gave us total confidence in the deal being brought to a satisfactory conclusion for all parties. A delight to work with and partner.”
Published: February 2019
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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