Eastwood Anglo Corporate Finance | Selling my business East Midlands | Corporate finance adviser West Midlands | Management buyouts South Yorkshire

Overview

Eastwood Anglo advises on the creation of a strategic joint venture between two established UK fresh produce businesses

Transaction overview

Fresh Growers Limited, trading as Freshgro, entered into a joint venture with Strawson Limited covering the sales and promotion of Freshgro produce and the operation of its processing factory.

Eastwood Anglo director Bill Eastwood led the transaction in his capacity as Freshgro’s chairman, helping develop and negotiate the joint venture structure.

The partnership connects produce businesses with aggregate historical turnover of approximately £60.7 million, based on the latest filed accounts of Strawson Produce Ltd and Fresh Growers Limited.

The businesses
Freshgro is a Nottinghamshire grower co-operative operating as a Producer Organisation. It has an established position in Chantenay carrots and supplies whole and prepared carrots to the foodservice market.

Strawson is part of a third-generation family farming business with a strong presence supplying carrots and parsnips to major retailers. Its nearby processing facility and investment in automation complement Freshgro’s product range and market relationships.

The challenge
Freshgro sought greater market opportunities and access to additional operational capability while retaining grower ownership and its co-operative structure.

The agreement needed to accommodate accommodate retained ownership of the factory, the 700kW alternative energy plant and manufacturing equipment, along with the continuing use of the Freshgro brand and legacy obligations under the Fruit and Vegetable Scheme.

For Strawson, the opportunity was to expand its produce offering and reach complementary markets through a partnership with an established local business.

Our Role

Bill Eastwood led the transaction in his capacity as Chairman of the grower-owned business, drawing on his corporate finance and strategic advisory experience to help develop and negotiate the joint venture structure.

The transaction required the parties to address a number of interconnected commercial and structural considerations, including the future sales and marketing model, operation of the processing facility, retention of asset ownership, preservation of the existing brand and the continuing interests of grower members.

A structure was ultimately agreed under which the strategic partner became the exclusive marketing agent for the grower organisation's produce and assumed responsibility for operating its processing facility, while ownership of the facility and equipment remained with the grower organisation.

The Outcome

The joint venture created a substantially broader combined market offering and opened additional opportunities across retail, foodservice and further-processed produce.

For the grower-owned business, the structure provided access to the partner's scale, technology, investment and market relationships without requiring the organisation to relinquish ownership of its core assets or its established identity.
For the strategic partner, the transaction increased the scale of its produce offering, broadened its product and customer mix and provided entry into complementary market segments.

Importantly, the structure enabled both businesses to realise many of the strategic benefits normally associated with consolidation while retaining the characteristics that mattered to their respective stakeholders.

Eastwood Anglo Perspective
This transaction illustrates an important principle in owner-managed and agricultural businesses: a sale is not always the only route to achieving scale.

Well-structured joint ventures and strategic partnerships can provide access to new markets, operational capability and investment while allowing shareholders, members or families to retain ownership of important assets and preserve…

Overview

Case Study: Sale of William Whiteley & Sons (Sheffield) Limited to Loks Holdings Limited
Client: The shareholder directors of William Whiteley
Transaction: Retirement sale
Advisers: Eastwood Anglo Corporate Finance; Austin Moore Solicitors

Overview:
Sally Ward (née Whiteley) was the final family member to own, together with her husband Jeremy, the last industrial scissor maker in the UK, William Whiteley, founded in Sheffield in 1760 and the oldest scissorsmith in the Western world. Under their ownership since 1997, the business was transformed, moving to modern premises on the outskirts of Sheffield, introducing modern manufacturing and materials sourcing methods whilst retaining traditional craft skills. They responded to the challenges of covid by developing direct marketing channels to discerning and loyal retail customers in the UK and abroad, developing a heritage retail brand alongside longstanding industrial and trade customers.
Our Approach
As there was no family continuity, when the shareholders decided that they needed to retire they approached Eastwood Anglo, who they had known for some time, for advice on how best to proceed. Having analysed recent financial performance, we advised on likely value and the best marketing approach which would optimise buyer interest whilst maintaining confidentiality to minimise concern to customers and staff. We kept close to the company throughout the process, monitoring and keeping interested parties informed on performance and developments. We were able to present the owners with a choice of credible offers and to manage what proved to be an extended and thorough due diligence process.

Our hands-on approach ensured that the shareholders’ interests were fully represented at every step, while providing guidance on commercial and legal matters. Coordination between the corporate finance and legal teams enabled a streamlined, efficient transaction.

Overview

Case Study: Sale of Lifetime Homecare Limited to Beacon Homecare Services Limited
Client: The shareholder directors of Lifetime Homecare Services Limited
Transaction: Retirement sale
Advisers: Eastwood Anglo Corporate Finance; Austin Moore Solicitors
Overview:
Phill Moody together with his wife Ann established Lifetime Homecare in 2011. They identified the market for domiciliary care which at the time was being poorly served by existing suppliers. They developed an efficient locally based and serviced operation in Derbyshire and South Yorkshire founded on experienced local carers serving clusters of vulnerable service users supported by modern technology and supervisory capacity which ensured uninterrupted service.
The efficiency of service supply and quality of the local staff was appreciated by their customers, primarily local authorities and their CQC rating was continually good.

Our Approach
When Phil and Ann decided to retire, they sought informal advice from a friend who recommended Eastwood Anglo having met us some years previously on a transaction. We started by understanding their objectives and timescale. The company was based in an office building owned personally by the director on which they chose a flexible approach depending on the wishes of the eventual buyer. We valued the business considering the difficult market at the time and agreed on a target price range which was both achievable and would meet their expectations.

As always, we had to balance the need for confidentiality with making sure that the potential market was aware of the opportunity. In this case we advised that the largest customer should be kept informed at an early stage which was appreciated.
We guided them through the sale process developing trust and understanding as it progressed. We were able to present two offers, one from a substantial operator which was priced with a disproportionate element of deferred and the other from Beacon Homecare, a growing group owned and led by Ross Tomkins. A key element of our mandate at this stage was buyer due diligence and advice to the sellers of the balance of risk against certainty of outcome.

Having decided to go with Beacon, the transaction completed satisfactorily. As always, we remained engaged until all deferred consideration was paid which on this occasion was ahead of the original timetable. The buyer decided to take a relatively short lease on the offices which they vacated when it ended, and which Ann and Phil are now adapting to alternative use.

Overview

Client: Directors of Hello Telecom
Transaction: Rule 3 adviser to Hello Telecom (UK) Ltd in relation to offer by Southern Communications Holdings Ltd under Takeover Panel rules.
Advisers: Bill Eastwood, Eastwood Anglo Corporate Finance; Austin Moore, Austin Moore Solicitors, Pete Wood, Breeze Corporate Finance

Background
The sell side corporate finance advisers to Hello Telecom (UK) Ltd had secured an offer from Southern Communications Holdings Limited. Upon initial legal review, it transpired that the transaction required a Rule 3 adviser. Prior to the February 2025 rule changes, any company that had had a public listing within a 10 year period prior to the offer date would fall under Panel rules. Hello Telecom (UK) Ltd, had previously been listed on Plus Markets and had delisted ~8 years prior to the offer being received and therefore required a Rule 3 adviser.
Eastwood Anglo was appointed as Rule 3 advisers to work with the board, their shareholders and existing advisers.
Our role:

• Adviser to board and shareholders of Hello Telecom re public offer to its 200 shareholders
• Formal Takeover Code advice to board on value and terms of the offer. Advise that offer is fair and reasonable, and board should recommend acceptance
• Formal business valuation
• Review financial models, including earn-out projections
• Review and advise on price, deferred terms, service contracts, offeror’s assurances to employees
• Advise on Takeover Panel rules
• Sole FCA authorised adviser on transaction
• Review and agree drafting of offer document and draft paragraphs re offeree
• Issue under Eastwood Anglo name public announcements to London Stock Exchange on Regulatory News Service (RNS)
• Review, negotiate and agree deferred payments after one year

https://www.insidermedia.com/news/all/deal-agreed-for-acquisition-of-hello-telecom-uk

Overview

When Effective Energy Group decided to concentrate on renewable energy solutions they turned to Eastwood Anglo to find a buyer either for the shares of the company or for the book of commercial energy contracts owned by Effective Utilities. This was an unusual transaction for us, involving detailed analysis of the outstanding contracts, checking on legal assignability and buyer due diligence to ensure the contracts ended up in the right home to ensure clients continued to get the service that Effective had been providing. We collated offers and recommended a sale to Arrow Business Communications, now part of the ARO Group.

Overview

Eastwood Anglo advised on the division of a substantial long established farming and leisure business between family members whose interests had diverged. The role included technical valuations of the various business units in conjunction with land agents, but more importantly establishing the conflicting goals and ambitions of the parties and reaching a solution acceptable to all.

Overview

Eastwood Anglo Corporate Finance advised the shareholders on the Vendor Initiated Management Buy-Out (VIMBO) of QS Recruitment. EACF introduced and negotiated the multi-million pound funding package. The Foresight Nottingham Fund provided £2m to support the transaction and the Royal Bank of Scotland provided a term loan and invoice discounting facility. QS provides recruitment services throughout East Midlands and South Yorkshire in six specialist divisions; Driving, Industrial, Engineering, Catering, Office and Care with sales in excess of £8 million. For the Insider Media report click here.

Overview

Eastwood Anglo Corporate Finance advised Havelock Europa plc (AIM:HVE.L) the international interior solutions provider on the sale of Skipton based Teacherboards. Teacherboards is an educational supplies business that manufactures, procures and distributes display boards, presentation equipment and other related products.

In the year to 31 December 2014 Teacherboards had sales of £4.4m and was sold to Sundeala, a manufacturer of environmentally sustainable boards. For the Insider Media click here.

Overview

Deal announcement:

"The buyout was jointly led by Neil Campbell, who has worked in the group since 1992 and will become executive chairman, and Scott Morris who continues as managing director. Founded in 1984, Displayplan employs 50 people across its headquarters in Hertfordshire and in China, Germany and Holland.

The Co-operative Bank provided senior term finance and full banking facilities with GE Capital providing invoice discounting for the MBO. Eastwood Anglo Corporate Finance acted as lead adviser to management.

Eastwood Anglo Corporate Finance also advised DisplayPlan Ltd on the re-banking of its finance facilities. Eastwood Anglo previously advised the management team on the Management Buy Out of DisplayPlan raising both equity funding and senior bank debt to fund the transaction. Successful growth post buy-out allowed the company to secure more favourable senior bank funding."

See here with the Press Release displayplan eacf press release.pdf file