How we assisted with a merger and acquisition in the Midlands

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Home » Accounting Case Studies » How we assisted a merger and acquisition in the Midlands

Introduction to our client

Next Generation Healthcare Limited (NGH) operated an Acquired Brain Injury rehabilitation business across three Midlands-based centres. With a turnover of £2m, the client was seeking assistance for the next phase of business growth.

Our work with them and services supplied

The client already had an in-house Finance Director (who was a shareholder) and a Finance Assistant. The shareholders wanted to get systems and processes in place that would extract the Finance Director from the day-to-day accounting tasks and be able to give the board of directors regular management information to drive the business growth forward.

We conducted a comprehensive review of NGH’s accounting systems in collaboration with their team. Improvements were recommended and then implemented after discussion. Additionally, Spotlight worked with the Finance Assistant to facilitate the recruitment of new team members and devise and establish a training plan once roles and responsibilities had been clearly defined.

With the improved systems in place, monthly management accounts were prepared by Spotlight. These were then discussed with the board to ensure that targets were met. In cases where they were not met, necessary actions were put in place to make sure that the business was on track for the projected growth and in a position to maximise shareholder value.

During this period, the client also underwent an in-depth PAYE inspection that lasted for over 12 months. Spotlight dealt with this on behalf of the client, providing the information required, communicating the impact of HMRC’s findings, outlining any evidence required to satisfy the inspector’s concerns, and facilitating communication with HMRC. We also diligently responded to any subsequent inquiries from the officer. The initial assessment amounted to over £10,000, but through our efforts, the final settlement was reduced to less than £500.

By dealing with this inspection on behalf of the client allowed the shareholders to remain focused on the growth of the business.

The shareholders were approached by a UK subsidiary of a Qatari Investment Authority to purchase NGH. Throughout this process, Spotlight provided invaluable support to the directors by:

Offering advice on the tax implications associated with the deal.
Providing the purchaser’s accountants with all the requisite information needed to complete the due diligence.
Liaising with the lawyers representing NGH with regard to contract clauses and the impact that they had on the financial element of the sale.
Collaborating with accountants, corporate lawyers and auditors based in Qatar.
Assisting the client in finalising the deal.
Preparing completion accounts following the transaction.

As well as the practical elements of the deal, Spotlight also served as a trusted sounding board for the shareholders throughout the entire process.

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The clients opinion on our work

The main highlight was the breadth of the services Spotlight offered, particularly the expertise of Carrie. After some due diligence, she provided guidance on the initial share purchase, driven by the existing shareholder’s need for greater efficiency and the realisation of the company’s full potential. So, there were 3 key moments of influence by Spotlight: the initial purchase, ongoing work and the eventual exit.

Spotlight understands the needs, challenges and aspirations of small to medium-sized business owners. They have an excellent understanding of corporate transactions and the ability to strategically manage tax liabilities across the UK, European and International jurisdictions. Crucially, they understand the subtleties of corporate transactions and know what needs to be done to get a deal over the line.

 5/5

The clients review

Carrie promptly and flexibly provides technical accounting and financial advice to a very high standard and always uses her own business knowledge and experience to provide solid commercial advice. The way in which she manages client relationships also ensures that she acts as a sounding board for ideas. Indeed, some of the corporate transactions that I have undertaken simply would not have taken place had Carrie not personally been involved.

How we can help your business

If you are a business owner experiencing growth without an exit plan in place, the team at Spotlight can assist in guiding you through the various stages towards the next step.

A crucial part of business expansion entails transitioning away from day-to-day operations, investing in personnel, systems, and procedures to give you the information you need, and adopting strategies to enhance the overall value of your business.