ECP agrees $1.41bn Biffa deal

BY Richard Summerfield

Private equity firm Energy Capital Partners (ECP) has agreed to acquire British waste management company Biffa Plc in a deal worth $1.41bn.

Under the terms of the deal, Biffa shareholders will receive 410p per share from ECP-controlled Bears Bidco. Including dividend payments, the offer is 28 percent higher than the FTSE 250 group’s closing price of 325p a share on the day before the June bid was announced, and values Biffa’s equity at about £1.3bn. In June, Biffa’s board said it was “minded to recommend” that shareholders accept the initial 445p offer, however the final deal is worth 7.9 percent less per share than the original offer.

“It is the Biffa Board’s view that this offer represents a compelling opportunity, particularly in a weakening economic environment, for shareholders to realise, in cash and with certainty, the potential for future value creation,” said Ken Lever, chair of Biffa. However, he conceded that the offer was “lower than the proposal previously announced”.

Mr Lever added: “Since IPO in October 2016, the successful pursuit of our growth strategy has seen Biffa expand its leadership position in its I&C collections business and oversee a significant investment programme across UK green economy infrastructure, strengthening its capabilities as one of the leading sustainable waste managers in the UK. ECP is an experienced investor in environmental infrastructure and sustainability assets and offers a supportive environment to accelerate the Group’s further development and growth as a leading enabler of the circular economy.”

“ECP is excited to begin this long-term partnership with Biffa and its extremely talented employees and leadership,” said Andrew Gilbert, partner of ECP. “We intend for Biffa to remain focused on providing the high level of service to which its customers have become accustomed and look forward to supporting Biffa’s strategic initiatives, development, growth and industry leadership.”

ECP is a frequent investor in energy transition, electrification and decarbonisation infrastructure assets that are focussed on sustainability. Founded in 2005, ECP is a global investment firm with more than $26bn in capital commitments from more than 600 limited partners and a portfolio of more than 20 operating equity portfolio companies.

Biffa is one of the UK leaders in sustainable waste management with a significant investment programme across UK green economy infrastructure. The company has a history of private ownership. Biffa was acquired by Severn Trent in 1991 and floated in 2006. Two years later, the company was taken private again by a group of PE investors, before rejoining the London stock market in 2016.

News: UK waste firm Biffa agrees to Energy Capital Partners' $1.41 billion buyout deal

VC slowdown in Greater China lingers, reveals new report

BY Fraser Tennant

Venture capital (VC) activity in Greater China dropped significantly in the first half of 2022, continuing a slowdown since late last year, according to a new report by the Apex Group.

In the ‘Greater China Venture Report H1 2022’, the Apex Group reveals that VCs invested only $28.6bn in the region in H1 – below the Q3 2021 figure – a figure which reflects the many hurdles the region has faced over the past year, including regulatory headwinds, supply chain issues and macroeconomic challenges.

“It has been a challenging period for (VC) in China, with activity in the market slowing significantly in early 2022 as the macroeconomic environment became less favourable for venture investors,” said Debbie Lee, managing director, China at the Apex Group. “Restrictions relating to technology and the coronavirus (COVID-19) pandemic, coupled with ongoing geopolitical risks, have exacerbated the challenges facing many investors.”

Drilling down, the report shows that only 56 mega-rounds of $100m or more were completed in the first six months of 2022, off pace from 2021’s regional record of 261, while exit value totalled just $40.6bn across 64 deals – a significant year-over-year slowdown, especially for initial public offerings (IPOs).

The report also notes that fundraising continued to fall in H1 2022, with the region’s dry powder ebbing to $122.7bn, raising concerns about long-term capital availability, especially if investors outside the region face more hurdles to entering the market.

“The current VC market landscape in China is seeing a slowdown in fundraising activity due to a fundamental change in the market landscape,” said Ms Lee. “In the last decade, the VC community has found opportunities created by the mobile internet increasing efficiency and disrupting traditional business models. Investors are becoming more cautious and need real returns on investment instead of just buying into the digitalisation narrative. Meanwhile, private equity (PE) managers are more inclined to find earlier-stage projects, thus creating more competition for VC investors.”

In another trend noted by the report, there has been a further expansion of the scope and depth of Chinese investment markets for foreign investors in 2022.

“The trend of continuous inflows of foreign capital in 2022 will continue, and we expect to see more international VC managers investing in Chinese businesses under the QFLP scheme,” added Ms Lee. “As a result, international service providers for financial services and talent in the China market will continue to be in demand.”

Report: Greater China Venture Report H1 2022

Roper Technologies to acquire Frontline Education

BY Fraser Tennant

In a move to reposition itself as a software firm, US diversified industrial company Roper Technologies, Inc. has acquired school administration software provider Frontline Education from private equity firm Thoma Bravo in an all-cash transaction valued at $3.7bn.

The sale follows a five-year partnership between Thoma Bravo and Frontline during which Thoma Bravo leveraged its specialised operating model and deep sector expertise to enable Frontline to drive profitable growth and expand its market leadership in the K-12 education sector.

Moreover, since its acquisition of Frontline in 2017, Thoma Bravo has completed six highly strategic acquisitions, significantly grown its revenue, expanded its market leading product portfolio from 16 to 30 products and increased headcount by over 70 percent – all while bringing increased value to school districts across the US.

“Thoma Bravo’s investment in Frontline is another clear example of our deep expertise across education, software and strategic M&A to accelerate growth and drive positive impacts – in this case promoting highly efficient and effective K-12 district operations,” said Brian Jaffee, a partner at Thoma Bravo. “We have enjoyed our close partnership with Mark and the Frontline management team and are excited to watch the business continue to thrive with a great new partner in Roper.”

The transaction is expected to close in the fourth quarter of 2022, subject to regulatory approvals and customary closing conditions.

“Frontline has a proven track record of strong organic and inorganic growth, excellent cash conversion and an outstanding management team that will thrive as part of Roper,” said Neil Hunn, president and chief executive of Roper Technologies. “This acquisition demonstrates our disciplined capital deployment strategy that focuses on identifying high-quality, market-leading technology businesses.”

Frontline’s management team will continue to lead the business from its Malvern, Pennsylvania headquarters. The company’s name, brands and office locations will not change as a result of the transaction.

“We are deeply appreciative of Thoma Bravo’s partnership over the last five years, which have allowed us to deliver an expanded portfolio of mission-critical solutions,” concluded Mark Gruzin, chief executive of Frontline Education. “Roper’s acquisition of Frontline Education represents the next phase of our journey.”

News: Roper eyes U.S. teacher shortage in $3.7 billion deal for Frontline Education

Canadian VC and PE markets return to pre-pandemic levels, reveals new report

BY Fraser Tennant

Canadian venture capital (VC) and private equity (PE) markets returned to pre-pandemic levels in the first half of 2022, with PE investment almost doubling, according to a new report by the Canadian Venture Capital and Private Equity Association (CVCA).

In its ‘H1 2022 VC and PE Canadian Market Overview’, the CVCA reveals that C$1.65bn was invested across 182 deals in the second quarter of 2022, bringing the total for the first half of the year to C$6.2bn invested across 371 deals.

In terms of mega-deals, eight deals worth C$50m-plus closed in Q2 2022, valued at C$799m, bringing the total for the first half of 2022 to C$4bn closed across 25 deals. Moreover, investment in the early stages in Q2 remained strong, with the highest seed stage investment and deal count on record: C$263m across 104 deals.

“VC investment performance is mirroring the 2020 market,” said Kim Furlong, chief executive of the CVCA. “In choppy waters, we need to continue to ensure Canadian companies have access to capital. Programmes like the federal government’s Venture Capital Catalyst Initiative (VCCI) will be essential to help weather unpredictability.”

Sector-wise, information, communications & technology received two-thirds of all investment in the first half of 2022, with C$4.1bn invested across 205 deals. The life sciences sector received 10 percent of investment with C$622m across 55 deals.

As far as PE activity is concerned, deals under C$25m continue to make up the largest percentage of Canadian PE activity, with 87 percent of disclosed deals in the first half of 2022 in this category. Moreover, the average deal size continues to decrease steadily, reaching an all-time low in Q2 of C$11.81m.

“Private markets are normalising to pre-pandemic levels,” added Ms Furlong, chief executive of the CVCA. ​“After an outlier 2021, investors are closely monitoring macroeconomic volatility and public market trends, which are impacting the private capital investment environment. While the landscape is more challenging as we head into the second half of 2022, PE investors continue to actively invest and largely in Canada’s small and medium enterprises (SMEs).”

The industrial and manufacturing sector saw the most PE investment activity in H1 – C$1.36bn over 101 deals – followed by information and communications technology, C$998m over 77 deals, and the life sciences sector, C$87m over 55 deals.

Ms Furlong concluded: “In a lot of ways, 2021 was an abnormal year, particularly when it came to company valuation. What we are seeing now, is the correlation between the decrease in public markets slowly permeating the private markets.”

Report: H1 2022 VC and PE Canadian Market Overview

European PE dealmaking strong in H1 2022, reveals new report

BY Fraser Tennant

European private equity (PE) dealmaking was strong through the first half of 2022, with record dry powder and the rise of private credit funds keeping the deal environment moving, according to a Pitchbook report published this week.

In its ‘European PE Breakdown’, Pitchbook reveals that despite an unpredictable macroeconomic and policy environment, and continued downside volatility, PE dealmaking across Europe continued to be resilient in the first half of 2022.

The report also makes clear that deal size, not deal count, was behind the record deal value seen in the first half of the year. Transactions got larger, with the median deal size accelerating to €47.6m. Deals sized greater than €2.5bn hiked nearly three times in deal value compared to H1 2021.

“Sponsors’ record dry powder levels and the rise of private credit funds has kept the deals environment moving, as the syndicated loan and high yield debt markets come under stress,” said Dominick Mondesir, senior analyst of EMEA private capital at Pitchbook. “Sponsors doubled down on their investment sweet spots, as they were able to take advantage of softer multiples.”

Key takeaways from the report include: (i) deal value totalled €463.5bn through 30 June, a year-over-year (YOY) increase of nearly 35 percent, driven primarily by a spike in deal sizes; (ii) take-private activity also increased over H1 2021, and with take-privates offering one of the best risk-reward plays for PE firms, they are expected to remain a major theme in 2022; (iii) exit volume remained flat, but cumulative exit value fell by 25 percent YoY as valuations dropped; and (iv) fund count is pacing toward its lowest total ever, with just 40 vehicles closed in H1, as limited partners struggle to keep up with general partners’ demand for capital.

However, despite these strong H1 figures, Pitchbook forecasts that the second half of the year may be a different story, with slowing growth, rising interest rates and the possibility of a recession potentially leading to a more pressurised dealmaking environment.

Mr Mondesir concluded: “In the second half of the year, we expect the dealmaking environment to experience rapidly declining consumer and business confidence, rising high yield credit spreads, falling GDP, accelerating inflation, and the expectation of further interest rate increases, which is likely to cause a recession underpinned by stagflation.”

Report: European PE Breakdown