Morphose advises Incentive FM on key acquisition

International advisory and brokerage service Morphose has provided expert consultancy advice to FM service provider Incentive FM Group on its acquisition of ARL Support Services, a specialist window cleaning company. The acquisition will strengthen the group’s cleaning services offer.

 

ARL Support Services has national contracts with major restaurant groups including Pizza Express and Zizzi as well as retail chains such as Matalan.

 

Morphose researched the market for key target organisations and presented a number of options to Incentive FM Group, and then supported the business through the acquisition. This is the third acquisition where Morphose has supported Incentive and follows the purchase of two M&E companies – Ace Engineering in Derby and Comserve in Kings Langley – over the past 12 months.

 

Nick Atherton Morphose MD said:

“We’re delighted to have supported Incentive FM Group in another key acquisition, Through ARL’s 30-strong mobile workforce, Incentive FM Group can now provide customers with a complete range of window cleaning services, from low to high level. It perfectly complements the specialist cleaning service offered by Incentive QAS.”

Morphose appoints Dave Wilson and Paul Rafferty as non-executive directors

International advisory and brokerage service business Morphose has appointed Dave Wilson and Paul Rafferty as non-executive directors.

 

Wilson has 25 years’ expertise in FM, working in the sector globally at board director level. He has worked on mergers, acquisitions, outsourcing and service improvement projects with internationally recognised corporate occupiers and service providers.  He also has significant experience in the FM and real estate markets across EMEA, Asia Pacific, the USA and the UK, and high level contacts through his involvement with global industry. Wilson was deputy chair of the BIFM and is also a former president of IFMA UK and IFMA Europe.

 

Rafferty is a successful business and finance entrepreneur with an impressive knowledge of the support services sector. He spent a number of years in banking with Barclays before embarking on a career change seeking and setting up Integrated Cleaning Management, which he grew to be a market leader before selling it to a FTSE 100 company who specialised in the support services industry. Rafferty brings a wealth of experience in operations and large team management, customer service, client development, profitable growth and a deep insight into what it fundamentally takes to create a business that can be sold for high multiples.

 

Wilson will provide specific advice and expertise on facilities management with an emphasis on new developments and innovation, business transformation, and M&A in the FM sector. Meanwhile Rafferty will support cleaning-based clients through their own sale, purchase or growth strategies.

 

Managing Director Nick Atherton Said:

“We’re delighted to welcome two such knowledgeable professionals to Morphose,Their extensive, and complementary, skills and experience will provide our clients with the in-depth expertise they need when buying, selling and turning businesses around.”

Incentive FM acquires ACE

Incentive FM Group has acquired Derby-based HVAC design, installation and maintenance specialist, ACE Environmental Engineering from its founders.

 

The UK FM merger and acquisition specialist Morphose brokered the deal, which completed at the end of last week. ACE Environmental Engineering adds around £6.5m of turnover to Incentive Tec, the groups M&E business, led by Chris Windass.

 

The strategic acquisition will see ACE complementing and working closely with Comserve Ltd, the mechanical and electrical (M&E) maintenance and installation services company that became part of Incentive FM Group last year, a deal also brokered by Morphose.

 

Martin Reed, managing director at Incentive FM Group, commented:

“This strategic move takes our M&E provision to well over £10 million pa which brings it into line with our other established single service lines – security, cleaning, catering and consultancy with total facilities management still being our largest service area at £45m pa. The ACE team is a perfect fit with our organisation, particularly within the retail markets.  Their experience within the public sector will help us to expand into this area and their project management skills will prove invaluable moving forward.”

Morphose Managing Director Nick Atherton commented:

“It has been a pleasure working with Chairman Jeremy Waud and CEO Martin Reed as the business expands. We wish them every success in developing their business.”

Negotiated position for solar/wind in major infrastructure

Our client is a designer of large-scale energy projects and an installer of solar, photovoltaic and wind assets to produce hot water and electricity.

They had reached a point in the UK where the market had been flooded with groups selling what they felt was inferior product; however, these groups were winning work based on their lower costs. At the same time changes in the UK Feed-In Tariff (FIT) were limiting the opportunity to grow.

We worked with the client to identify large-scale overseas projects where we could work with other groups to provide our client with a unique position in turnkey projects, whereby they would become part of the lead team from an early stage.

In addition, we identified an overseas power company who wanted to gain a foothold in a new geographic area with a complementary business that reflected their values and could offer them a route to market for their product.

By combining these two groups informally through a venturing agreement, we were able to identify a number of projects and secure our client a negotiated position for a major PV farm, which would also incorporate combined heat and power (CHP) through the overseas power company.

Our ability to understand the key factors in delivering a successful infrastructure project (enabled by our property and FM backgrounds), together with our experience in brokering deals, allowed us to form an agreement between the parties to create value.

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Savings of over £200k per annum

As a result of service quality audits we had carried out for our client, we were asked to benchmark their energy costs and give an initial appraisal of their options.

Our initial appraisal revealed that, from analysing their energy profiles, many of their buildings were not optimised, but critically that their energy-buying contract would automatically renew in four months if they did not take immediate action.

We carried out a more detailed review of their expenditure and obtained approval from their current provider to release meter data to us and our specialist team.

From this and the details we already had on their properties (plant/equipment/operational profile), our operational team worked closely with the energy specialist to identify areas to reduce energy consumption and create a new profile of energy usage.

This allowed us to model a revised buying profile and choose a different mix of long-term vs spot-price buying, so that the overall unit cost was minimised.

We then renegotiated the energy procurement contract and awarded this directly rather than via a broker, and at the same time put in place an independent monitoring and reporting service (which was more than paid for by the savings realised on reduced energy procurement costs alone).

With this in place we then optimised the buildings, with all of the investment being paid back within the first year of operation as many of the issues related to poor management and control of key plant infrastructure.

As a result, our client reduced their energy costs by over 25%, saving some £200,000 per annum.

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Interest from a number of wealth funds and investors

This case study highlights where our entrepreneurial flair, commercial experience and business insight combine to deliver a unique solution.

Having carried out a number of research projects in healthcare, we met with a number of investors in the industry to review developments and changes taking place across the wider health industry.

A particular issue was the lack of good quality infrastructure to meet the changing needs of an ageing population and we researched this area in depth, and established the existence of a gap between property developers, healthcare providers, local authorities and communities.

We then worked with key individuals from the NHS, local authorities, healthcare practitioners and academia to develop a new concept to address the needs of these groups against the gap in housing and social space for an ageing population.

Over the course of many months we undertook feasibility studies, assessed projects in depth and built a model of the UK to map out the key requirements of each group against available space and need for inward investment.

A holding business was formed and an initial brand created with supporting themes and market proposition to support the concept.

Together with supporting business plans and key individuals identified to operate the business, there is significant interest in funding the business from both UK and overseas investors.

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A strategic plan with options for the business

Our client is a recognised leader in UK care, providing the NHS and private healthcare groups with specialist reports and guidance on potential options for clinical interventions for patients.

They had grown to a position where as a market leader they felt their position was reaching stagnation, and with new technology emerging they needed to consider diversifying into other areas. However, they did not want to dilute their core offering or move into ‘high risk’ sectors.

We worked with their management to quickly identify their key skills, capabilities and position within the areas in which they operated and what benefits they delivered to the NHS, private healthcare providers and patients.

Our work showed that the business had many inherent skills that were not being capitalised on and could be used to move into what had originally been perceived as ‘high risk’ areas, but with some minor adjustment could substantially reduce the risk of change.

From this we carried out market and competitor research on the key areas where the business could expand, which enabled us to agree a joint prioritisation of market sectors to explore in depth.

We then agreed a set of internal programmes for the business, supported by a set of business cases focused on how the organisation needed to change operationally and the impact this would have on other programmes.

This allowed the management to agree internal budgets and report on the new plans to their shareholders.

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A plan for the management team to succeed

This award-winning company provides critical infrastructure to the UK Ministry of Defence and US Department of Defense as well as a number of aid organisations globally.

It is a very specialist business, with a number of bespoke facilities from which it manufactures its product, designs new equipment and recycles/stores product for future reconfiguration or deployment.

The business, however, is part of a diversified group and this limits its ability to obtain funding or time from senior executives within the parent group. Whilst this freedom can be beneficial, it does limit the potential for the business and can cause frustration amongst the senior management.

We were called in at a critical time for the parent group, which meant that our client had been asked to carry out a full review of their business and propose a revised structure as well as new 3–5 year business plan. At this point they were at risk of either ‘over-promising’ or putting forward an ‘underwhelming’ future plan.

Our work consisted of a number of quick ‘heads up’ reviews on their business and what skills they had, which then led to research on their market and complementary sectors and enabled us to set out a ‘base case’ plan and identify growth opportunities into adjacent industries.

As part of this we also produced a summary outline of how the business should streamline its operations, so that it could undertake the necessary investment in people and systems without impacting their bottom line.

The team are now a key part of a new group within the same parent organisation, and with considerably more exposure to and time from the senior leadership of the holding company, they are focused on delivering a three-year plan with the resources and support now available.

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Clear direction for business and reduced expenditure

We were appointed as a result of our client, the CEO of this start-up company, having been recommended to speak to us and through having several informal meetings.

We offered the CEO initial advice and guidance on the basis of a future appointment, should he secure funding and agree a business plan with his seed funders.

Our initial support enabled our client to reconsider his initial sales plan and his proposed structure for the business, which would have a seen a ‘grab for growth’ against a high cost base and a low level of focus on the differentiators his business had to offer against established competitors.

He set about updating his business plan, which he reviewed with us. The updated plan was then submitted to his seed funders, who accepted it, and was also used to raise further funding from the bank.

This enabled us to undertake a more thorough set of workshops and reviews with our client and his wider team. The confidence and understanding of the business we gained from this allowed us to then ‘soft test’ the wider market for potential investors (who could take a more hands-on management role), partners and contract opportunities.

The business has attracted the required funding and now has a wider management team with a stronger commercial background, which complements the military experience of the forming team. This combination offers a compelling proposition in the market and key contracts have been secured as a result, with a strong pipeline of future tenders identified and being progressed.

With progress made against an agreed plan, further investors are interested in the business and the management team are now in a strong position to negotiate favourable terms to take their company to the next stage in its development.

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Short-term appointment of a senior executive to drive change

Our client is a medium-sized soft-services supplier who works in the South of England.

They had successfully grown over the years but reached a point where turnover was stagnant and profit had decreased. Whilst current contracts had been extended, no new accounts had been secured.

The owner felt the business lacked direction and he was at a loss, feeling he had nobody upon whom he could rely to help him and the business move forward. He therefore engaged us to help identify a set of actions and what the underlying issues were in his business.

We initially undertook a set of workshops following an assessment of his operations against what we considered ‘best in class’, and from this we worked with him to engage his management team.

This had mixed results, and we agreed with him that an interim executive should be appointed to work with him on a defined basis, so this person could get to know the day-to-day workings in detail and support our client.

Over the course of three months, our interim executive was able to directly address a number of issues that came to light and was on hand to support our client at his offices.

The end result was that our client made a number of personnel changes and had the confidence to take the business forward with a new plan and a fresh team to support him in the programme of change that had been agreed.

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