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Shard Credit Partners completes MBO of Chameleon Technology.

Shard Credit Partners supports MBO of Chameleon Technology (UK) Limited (“Chameleon Technology” or the “Company”) with committed acquisition financing of £12.5 million of senior secured unitranche facility.

 

Shard Credit Partners has provided committed acquisition financing of £12.5 million in support of the primary management buy-out (“MBO”) of Chameleon Technology, led by CEO and co-founder Mike Woodhall together with the senior management team.  The Company was established in 2010 and currently has 47 staff, mainly located at its headquarters in Harrogate, North Yorkshire.  In FY2019, the Company generated revenues and EBITDA of £30.5 million and £3.4 million, respectively (11.1% EBITDA margin).

Chameleon Technology is the leading provider of in-home displays for smart meters in the UK.  The accelerated drive to a decentralised, decarbonised and flexible energy system, underpinned by the ongoing smart meter roll-out, and the Government’s recently published ‘Ten Point Plan for a Green Industrial Revolution’ have created a very fertile landscape that supports and offers significant opportunities to Chameleon Technology.

The Company is well placed to deliver consumer-focused energy optimisation solutions, based on the harnessing of energy data from smart metering systems.  The MBO will enable the business to accelerate its product development roadmap in step with the UK’s strategy to achieve Net Zero targets, where the decarbonisation and digitalisation of every home’s energy solution is a crucial part.

Chameleon Technology was established in 2010 by Mike Woodhall and Gary Martin in response to the UK Government’s mandated smart meter roll-out.  Since inception, the Company has delivered more than six million in-home displays for installation into UK homes by the major consumer energy suppliers.  Chameleon Technology is the largest and most widely distributed smart in-home display supplier in the UK, with an approximate 60% market share.  Despite COVID, it has still managed to deliver more than one million devices this year.  The Company has won numerous awards for innovation and growth and in 2019 achieved record sales of more than £30 million.

Mike Woodhall, co-founder and CEO said: “I am delighted to have completed this management buy-out of Chameleon Technology with the substantial financial backing of Shard Credit Partners.  My co-founder, Gary Martin, with whom I have had a fantastic twelve-year working relationship, and the other exiting shareholders, can look back and be proud of what we’ve achieved together.  I am grateful for their support in helping to grow the business to this enviable market position.  Looking forward, we have an ambitious strategic plan in place which will answer the requirements and leverage the opportunities of the transformation of the energy system in this and other countries.  The management team has been working hard to achieve the business’ goals for many years and has the experience, optimism, energy and motivation to deliver even more confident plans.

In 2020 Chameleon reached its ten-year anniversary.  At this milestone, and against the backdrop of supportive government policy and the energy system transformation, it is the perfect time to put control of the company more in the hands of the management team.  We will be bolder and more determined than ever and will move quickly to capitalise on new opportunities and partnerships.  I am excited to be leading the Chameleon team on our journey to achieving our ambitious plans.”

Co-founder Mike Woodhall will step up from Managing Director to CEO of Chameleon Technology and will continue to focus on value growth and the strategic direction of the business.  Craig Stephenson, who joined the business in early 2017, joins the Board as Chief Commercial Officer.  Craig will continue to manage customer relationships and business development and to further develop new strategic partnerships.  Wendi Higgins will become Company Secretary and continue as General Counsel and will also join the Chameleon Board – its first female board member.  Wendi’s strategic input will become increasingly critical as the business navigates the complexities of strategic partnerships and data and cloud solutions.  Founding team member and current Head of Marketing Jennifer Woodhall will become Marketing and Communications Director and will lead an increased focus on customer, partner and new business development communications in 2021.

Shard Credit Partners CEO Alastair Brown said: “Chameleon Technology has created an impressive business and enviable market position in its first ten years.  The Company has a unique opportunity to capitalise on a supportive regulatory landscape and further develop its technical solutions to provide value to customers, partners and end users, as well as developing new initiatives and relationships. We are excited to be supporting Mike and the senior management team in pursuit of Chameleon Technology’s ambitious plans and to facilitate continued growth and success for the business.”

Legal advice to Shard Credit Partners was provided by Gateley Legal, led by Banking and Finance Partner Andrew Madden supported by Christian Wiltshire.  Legal due diligence and corporate advice was provided by Partner Andrew Cowan, with the support of Matt Flint.  Tax legal advice was provided by David Williams and Jim Hillan.

Shard Credit Partners was advised by Ryecroft Glenton Corporate Finance in Newcastle, led by Nick Johnson and supported by Alex Simpson.  Financial and tax due diligence was provided by Ryecroft Glenton, led by Grahame Maughan, Andrew Cameron and Jon Routledge.  Tax structuring advice was provided by Ryecroft Glenton tax Partner Simon Whiteside.

This transaction is the eighth consecutive buy-out transaction financed by Shard Credit Partners in the North of the UK in the past two years, making the alternative investment firm one of the most active institutional investors in the Northern UK regions currently.  It is also the third investment completed by Shard Credit Partners during December 2020.

Shard Credit Partners’ strategy is to become a leading provider of capital to entrepreneur and management-owned companies focused on achieving transformational growth and expansion for high growth SMEs in the UK regions.  In the past two years, Shard Credit Partners has invested more than £100 million in supporting regional Management Buy-Out transactions and M&A buy-and-build acquisition strategies, as well as growth capital expenditure financing.

 

About Shard Credit Partners:

Shard Credit Partners is an alternative investment fund manager focused on private credit strategies in the UK lower mid-market.  Its funds seek to generate superior risk-adjusted returns from conservatively structured senior secured credit investments at low leverage, benefiting from robust documentation and a full suite of financial and non-financial covenants.  Shard Credit Partners is currently investing from its debut direct lending fund Shard Credit Partners Fund I, which held a first close in October 2017 at £90 million.  Shard Credit Partners plans to hold a first close on its second UK lower mid-market direct lending fund during the first half of 2021.

Shard Credit Partners invests in solid small to medium sized businesses with strong management teams, supporting them by providing transformative growth capital and event driven financing in support of innovation, growth and expansion.  The fund invests in businesses across all sectors and throughout the UK.  The firm has a strong ESG focus; in particular, it is a strong supporter of female entrepreneurs and firms with meaningful female leadership and senior management.

Recent investments include the innovative double MBO of BW Legal and PRAC Financial in Leeds, which was named by Insider Media as their Deal of the Month for February 2019.  In the same month the fund also backed the primary MBO of GadCap Technical Solutions Ltd in Newcastle.  In September 2019, Shard Credit Partners completed the MBO of Alexander Technologies Europe Limited in Peterlee, County Durham named by Insider Media to the short list for North East Private Equity/Venture Capital Deal of the Year 2020.  In March 2020, Shard Credit Partners backed the MBO of Jackson Lees Group in Merseyside by its senior management team.  In December 2020, Shard Credit Partners completed the MBI of Scottish port services company JST Services (Scotland) Limited, its first investment in Scotland and the MBO of eQuality Solutions Ltd in Hebburn, Tyne and Wear.

‘Shard Credit Partners completes MBO of eQuality Solutions Ltd in Hebburn, Tyne and Wear’

Shard Credit Partners announces signing and completion of a £12.0 million senior secured unitranche financing in support of the MBO of market-leading assistive technology equipment, training and software provider eQuality Solutions Ltd (“eQS” or the “Group”), which completed on 19th December 2020.

Shard Credit Partners has provided committed acquisition financing of £12.0 million in support of a management buy-out (“MBO”) of eQS, led by current CEO Andy Gough and the incumbent senior management team.  The MBO team will undertake a buy-and-build acquisition strategy in the UK assistive educational technology and training sector, with eQS providing a platform for growth.

North-east headquartered eQS was established in 2006 by Chris Quickfall to improve the quality of assistive technology equipment provision for students eligible for the Disabled Students Allowance (“DSA”), based upon his own experience as a dyslexic DSA student.  The Group is now one of the largest assistive technology and training providers in the UK with a 65% share of the UK DSA assistive technology e-learning sector.

From its HQ in Hebburn, the business employs 40 full-time staff with 80 consultants operating nationwide, providing assistive technology equipment, training and its own software solutions that help to remove barriers to learning for students with cognitive disabilities.  The business has experienced rapid growth over the last three years, generating LTM October 2020 revenues and Adjusted EBITDA of £6.4 million and £1.6 million, respectively (24.3% Adjusted EBITDA margin).

Commenting on the MBO, CEO Andy Gough said: “eQS is the number one provider in this specialist and vitally important sector.  We are confident that, from the platform already established, we can grow the business across the UK and take advantage of the many new opportunities we see ahead.”

Gough, who has over 15 years of tech experience, has successfully managed eQS for the past 3 years alongside CFO, Michael Hall, who was previously FD of Maxim Facilities Management.  They are joined by Non-Executive Chair Neil Stephenson, who is best known as the former CEO of North East-based internet provider Onyx Group, with the founder and serial entrepreneur Chris Quickfall retaining a minority stake in eQS and joining the board with a focus on strategy.

Gough’s vision for the business is to develop eQS into a significantly larger educational technology business, with a focus on inclusivity and mental wellbeing, something significant to his personal life too, he said: “This is an area close to my heart as I have two children with hidden disabilities.  The investment we have secured from Shard Credit Partners will allow the business to continue with its ambitious growth plans, providing specialist technology and services designed to help people with cognitive disabilities, which will also result in significant job creation.”

Shard Credit Partners CEO Alastair Brown said: “eQS is an organisation on a positive growth trajectory driven by an experienced and talented management team.  We are delighted to have facilitated the change in ownership under the MBO and to be providing substantial follow-on funding to support the planned buy and build acquisition strategy.  Andy and his team have a clear strategic vision to grow eQS into a scaled nationwide operator in the assistive educational technology, software and training sector.  The specialist services offered by eQS are vitally important to increasing social mobility and engagement with higher education for its customers, who live with a broad range of cognitive disabilities and physical conditions.  eQS is making a positive difference in levelling the playing field for a significant segment of society and we are getting behind that mission with a meaningful eight figure investment.”

The investment by Shard Credit Partners will enable eQS to expand its core offering by providing funding for a series of bolt-on acquisitions, as the business provides a platform for consolidation in the UK’s highly fragmented assistive educational technology sector.

Legal advice to Shard Credit Partners was provided by Gateley Legal, led by Banking and Finance Partner Andrew Madden and ably supported by Alison Davidson-Cox, with legal due diligence and corporate advice provided by Partner Gareth John, with the support of Lauren Hamer and Bahez Talabani.

Financial and tax due diligence was provided by RMT Accountants and Business Advisers Limited in Newcastle, led by Head of Corporate Finance Michael Cantwell.

This transaction is the seventh consecutive buy-out transaction financed by Shard Credit Partners in the North of the UK in the past two years, making the alternative investment firm one of the most active institutional investors in the Northern UK regions currently.

Shard Credit Partners’ strategy is to become a leading provider of capital to entrepreneur and management-owned companies focused on achieving transformational growth and expansion for high growth SMEs in the UK regions.  In the past two years, Shard Credit Partners has invested more than £90 million in supporting regional Management Buy-Out transactions and M&A buy-and-build acquisition strategies, as well as growth capital expenditure financing.

 

Notes to editors:

Higher education students and adults in the workplace can access eQS’ specialist services through the respective Government funds known as Disabled Students Allowance fund and the Access to Work fund.  Additionally, universities and organisations can also privately invest in this specialist support.

Shard Credit Partners completes its first buy-out investment in Scotland.

Shard Credit Partners announces its first investment in Scotland with signing and completion of a £12.0 million senior secured unitranche financing in support of a MBI acquisition of market-leading port handling and logistics company JST Services (Scotland) Ltd (“JST Services” or the “Company”) which completed on 6th December 2020.

Shard Credit Partners has provided acquisition financing of £12.0 million in support of a management buy-in (“MBI”) acquisition of JST Services, led by new CEO and port sector veteran Richard Jennings and Independent Port Capital Management Ltd (“IPC”), a Jersey-based port sector investor.  The MBI team in conjunction with Shard Credit Partners will undertake a buy-and-build acquisition strategy in the UK port logistics sector with JST Services at its core.

JST Services was formed in 1993 by John Scott and is the market-leader in providing flexible port-handling services throughout the UK and Ireland via its modern fleet of specialist mobile cranes, floating piers, road haulage vehicles, and maritime shipping services.  JST Services is headquartered in Ayr in South West Scotland.  Under John Scott’s ownership, JST Services has demonstrated an impressive track record of bringing design innovation and bespoke engineering solutions to the dry bulk and break-bulk cargo and materials handling sectors over several decades since inception.  The Company benefits from having a unique portfolio of patents and designs for its extensive range of specialist materials handling equipment, which is actively deployed on a daily basis throughout many of the UK’s ports.

The investment by Shard Credit Partners will enable JST Services to expand its core offering by providing funding for a series of bolt-on acquisitions, as the business provides a platform for consolidation in the UK’s highly fragmented port services industry.

Richard Jennings, the new CEO of JST Services said: “John Scott and the JST Services team have built a well-respected and highly successful business, which provides a solid platform for further strategic growth.  With the support of Shard Credit Partners, we are keen to scale the company by expanding our presence in the port services sector organically and through targeted M&A activity to enable more consolidation across the industry, offering greater confidence and continuity to our customers.”

Alastair Brown, CEO of Shard Credit Partners, commented: “This is an excellent opportunity for us to work closely with a dynamic new management team who can build on the substantial achievements of this innovative business.  We are confident that JST Services will be successful in overcoming the fragmentation of the UK port services sector through an M&A strategy that will lead to the creation of a network of operations that will give its customers a consistent and reliable single-source service across the UK and in time, further afield.”

Providing corporate finance advice to Shard Credit Partners and the MBI team was Newcastle-based corporate finance boutique RG Corporate Finance (“RGCF”), led by Partner and Head of Corporate Finance, Carl Swansbury, supported by Corporate Finance Senior Manager, Rhiannon Nightingale.  Business and transactional tax advice was provided by RG’s Business Tax Partner Simon Whiteside and Director, Simon Hopwood.  Financial and tax due diligence was conducted by RG’s Grahame Maughan, Andrew Cameron and Jon Routledge.

Legal advice to Shard Credit Partners was provided by Gateley Legal, led by Partners Andrew Madden and Andrew Cowan.

Rhiannon Nightingale, Corporate Finance Senior Manager at RGCF said: “This is a significant and technical transaction, bringing together a new management team and an experienced third-party funding provider that will ensure that JST Services has the resources and expertise required to embark upon the next stage of its scale-up journey.  As the business identifies potential acquisition targets and continues with its ongoing organic growth, it has the potential to significantly grow its market share.”

JST Services was supported legally by John Fulton and Andrew Fleetwood, Partners at Gilson Gray LLP, with financial and tax advice from William Duncan & Co, led by Managing Partner Robert Fergusson.

This transaction represents the first buy-out of a Scottish business financed by Shard Credit Partners.  It is also the sixth consecutive buy-out transaction financed by Shard Credit Partners in the North of England and Scotland in the past two years, making Shard Credit Partners one of the most active investors in the Northern English regions and Scotland currently.  It is currently working on further mandates in the North of England which it expects to complete by year end.

Shard Credit Partners’ strategy is to become a leading provider of capital to entrepreneur and management-owned companies focused on achieving transformational growth and expansion in the UK regions.  In the past two years, Shard Credit Partners has invested more than £80 million in supporting regional Management Buy-Out transactions and M&A buy-and-build acquisition strategies, as well as growth capital expenditure financing.

 

About Shard Credit Partners:

Shard Credit Partners is an alternative investment fund manager focused on private credit strategies in the UK lower mid-market.  Its funds seek to generate superior risk-adjusted returns from conservatively structured senior secured credit investments at low leverage, benefiting from robust documentation and a full suite of financial and non-financial covenants.  Shard Credit Partners is currently investing from its debut direct lending fund Shard Credit Partners Fund I, which held a first close in October 2017 at £90 million.  Shard Credit Partners plans to hold a first close on its second UK lower mid-market direct lending fund during the first half of 2021.

Shard Credit Partners invests in solid small to medium sized businesses with strong management teams, supporting them by providing transformative growth capital and event driven financing in support of innovation, growth and expansion.  The fund invests in businesses across all sectors and throughout the UK.  The firm has a strong ESG focus; in particular, it is a strong supporter of female entrepreneurs and firms with meaningful female leadership and senior management.

Recent investments include the innovative double MBO of BW Legal and PRAC Financial in Leeds, which was named by Insider Media as their Deal of the Month for February 2019.  In the same month the fund also backed the primary MBO of GadCap Technical Solutions Ltd in Newcastle.  In September 2019, Shard Credit Partners completed the MBO of Alexander Technologies Europe Limited in Peterlee, County Durham named by Insider Media to the short list for North East Private Equity/Venture Capital Deal of the Year 2020.  In March 2020, Shard Credit Partners backed the MBO of Jackson Lees Group in Merseyside by its senior management team.

Contact details:

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