PRESS RELEASE: BusinessWorks sold to Hal Group – Johnsons Corporate Divestment

March 2018

Business Works' IT services showroom

Johnsons Corporate is pleased to announce the successful sale of a private, mid-sized Australian business to a synergistic trade buyer. After facilitating a comprehensive, end-to-end sales & negotiations process, our client – BusinessWorks – has been acquired by Hal Group for an undisclosed amount. Based in East Melbourne, BusinessWorks is an IT services & managed services provider focused on servicing the SME sector. Based in NSW, Hal Group is a complete IT services company that offers a wide range of solutions to the SME, corporate and government sectors.

The team at Johnsons were pleased to act as lead advisors to BusinessWorks’s director and would like to extend our congratulations to both the vendor and the purchaser.

In 2017, BusinessWorks’s director engaged Johnsons to undertake a strategic divestment campaign on his behalf. After +30 years building the Business into a leading, local one-stop provider of high value-add services, he sought a succession plan from BusinessWorks so as to turn his focus towards personal interests and eventual retirement.

Reflecting on his experience, our client commented: “After meeting with Johnsons Corporate to discuss our objectives, we felt confident that their strategic and proactive approach was the right fit for us… The sale process was managed in a highly professional and efficient manner. The result was a successful sale to Hal Group, a Sydney based IT services company, keen to establish themselves within Victoria.”

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: Mayneline Kitchens & Joinery sold to an undisclosed national construction group – Johnsons Corporate Divestment

March 2017

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Overhead view of Mayneline's factory floor

Johnsons is pleased to announce another successful sale of a private, mid-sized Australian business to a synergistic trade buyer. After facilitating a comprehend-sive, end-to-end sales and negotiations process, our client – Mayneline Kitchens & Joinery – has been acquired by interests associated with a national construction group, for an undisclosed amount. Based on Queensland’s Gold Coast, Mayenline is a leading cabinetry and joinery manufacturer specialising in multi-storey residential devel­opments in Sydney, Canberra, Melbourne and Brisbane.

The team at Johnsons were pleased to act as lead advisors to Mayneline’s owner and would like to extend our congratulations to both the vendor and the purchaser.

In 2016, after growing the business over 12 years, Mayneline’s director engaged Johnsons to assist with a divestment campaign in order to focus more of his energy and resources towards other business & personal interests. Following a comprehensive marketing campaign – targeting international and local trade buyers as well as financial buyers – Johnsons generated more than 42 expressions of interest and secured offer & acceptance within 13 weeks of going to market. As an acquisition Mayneline will provide its purchaser with strategic diversification as well as con­trol over the supply of key inputs.

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: Superior Active Wear sold to Gildan Activewear Inc. – Johnsons Corporate Divestment

April 2017

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Overhead interior shot of Superior Activewear's warehouse facilities

Johnsons is pleased to announce the successful sale of a private, mid-sized Australian business to an international trade buyer. After facilitating a comprehensive, end-to-end sales and negotiations process, our client – Superior Active Wear – has been acquired by Gildan Activewear Inc for an undisclosed amount. NSW-based Superior Active Wear is a market leading importer and national distributor of premium printable apparel, which it supplies to a wide range of Australian wholesalers and to online resellers. It has long acted as Gildan’s exclusive distributor to the Australian marketplace. Headquartered in Canada, Gildan Activewear is a world leader in clothing manufacturing and distributes its products to global markets through both retail and printwear channels.

The team at Johnsons were pleased to act as lead advisors to Superior Active Wear and would like to extend our congratulations to both the vendor and the purchaser.

After more than 30 years in the industry, Superior’s directors were looking for a new owner to lead the Business on its next growth phase. In 2016 they engaged Johnsons to facilitate a sale process seeking a strategic acquirer. Following a comprehensive marketing campaign – targeting both trade and financial buyers – Johnsons generated more than 49 expressions of interest and secured offer & acceptance within 16 weeks of going to market.

For the buyer, Gildan Activewear, this acquisition presents an opportunity to establish a directly controlled distribution foothold in the Australian marketplace. President Mike Hoffman commented, “We are enthusiastic about this opportunity and look forward to working with Superior’s management team to continue growing the business.”

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: Paramount Safety Products acquires Pratt Safety Systems – Johnsons Corporate Acquisition

July 2016

Prochoice & Pratt
Paramount team in front of head office

Johnsons is pleased to announce another successful acquisition of a private, mid-sized Australian business. After facilitating a comprehensive end-to-end research, qualification and negotiations process, our client – Paramount Safety Products – has acquired Pratt Safety Systems for an undisclosed amount. Paramount, the name behind Prochoice Safety Gear, is a leading national manufacturer and distributor of industrial personal protection equipment. Pratt supplies Australian industry with quality site safety and environmental protection products that stand up to the challenges of Australian conditions.

The team at Johnsons were pleased to act as lead advisors to Paramount’s directors and would like to extend our congratulations to both the purchaser and vendor.

In 2015, Paramount’s board delivered a mandate to pursue growth and diversification through acquisition. The directors engaged Johnsons to undertake a strategic acquisitions campaign on their behalf, with instructions to identify a number of suitable, off-market targets and to manage negotiations through to a completed transaction.

Within 8 weeks Johnsons presented Paramount’s board with a qualified, short-list of 19 targets. The directors quickly prioritised Pratt Safety Systems, recognising in it an established and well-reputed player with a complementary product range that represented an ideal fit for its diversification objectives.

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector, targeting financial and synergistic trade buyers. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: Elsie+Betty Design sold to WG Architects – Johnsons Corporate Divestment

June 2016

Elsie+Betty Offices - The Block Arcade Melbourne (Image: Google Maps)

Johnsons is pleased to announce the recent sale of a private, mid-sized Australian business to a trade buyer in the same industry sector. After facilitating a comprehensive, end-to-end sales and negotiations process our client, Elsie+Betty Design – has been acquired by WA Architects for an undisclosed amount. Elsie+Betty is a Melbourne-based boutique interior design practice, specialising in premium commercial fit-outs for a diverse customer-base spanning industry sectors such as hotel, hospitality, retail, banks, offices, aged care and education. WA Architects is an integrated design practice based in Brisbane that offers architectural, interior design and master-planning services.

The team at Johnsons were pleased to act as lead advisors to Elsie+Betty and would like to extend our congratulations to both the vendor and the purchaser.

Having established the Business in 2004, Elsie+Betty Design engaged Johnsons in 2015 to help facilitate its next stage of growth, by way of a sale to a strategic partner. Johnsons’ successful marketing campaign comprised personal calls and direct mail to a database of 600+ prospective industry buyers and secured offer & acceptance within 10 weeks of going to market.

For Brisbane-based WA Architects this acquisition dovetailed with its growth strategy by broadening its integrated commercial offering to incorporate interior design.

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services to mid-sized, private Australian companies. Johnsons is able to deliver results because its approach is specifically designed for the mid-market business sector, targeting financial and synergistic trade buyers. Custom research and direct marketing capabilities combined with expertise in sales and negotiations provide a service unavailable elsewhere in the world of traditional business broking and corporate advisory.

> READ THE CASE STUDY

NEWS: Johnsons Goes High Tech to Target 1000+ Buyers And To Close M&A Deals in 5-8 Months

CASE STUDY IN THE USE OF SOPHISTICATED M&A TECHNOLOGY.
Originally published by Cloud Navatar’s Alok Misra on March 11, 2016.

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The Johnsons Corporate team pioneered the Six Stage Sales process that helps them systematically cast a wider net when seeking buyers for businesses. Thanks to their adoption of sophisticated M&A technology, Johnsons Corporate is well positioned to be a leader in Australian mid-market M&A, widening their targeting ability to more than 1000 buyers and closing each deal within 5-8 months.

When it comes to selling mid-market businesses, Johnsons Corporate doesn’t believe in taking shortcuts. The Johnsons Corporate Six Stage Sale Process, developed and refined for over 50 years, is based on the conviction that the sale and acquisition of mid-market businesses warrants a systematic approach to cast the net over a broader pool of prospects in more commercial and geographic markets than others would even contemplate.

In practical terms, the Johnsons approach translates into custom marketing campaigns to 500 to 1000 targets (as opposed to 30-40 targets that most corporate advisory firms work with), and it’s central to how they have been able to create a unique position in the Australian mid-market M&A marketspace.

Read More

Challenge

Running such a comprehensive process takes more time, and Johnsons realized they needed to “up their game” with sophisticated technology to run the mandates intelligently. Since they were used to finding global buyers, Johnsons scoured every corner of the globe for the right technology. The goal? To define a clear beginning and end to this well-defined process, and deliver faster results to clients — within a range of 5 to 8 months.

Most of the M&A advisory software that Johnsons came across was heavily dependent on consultants to deploy and required spending significant amounts of time and money. They didn’t want to burn valuable deal-making time working with consultants and building software workflow – they wanted a proven product for investment bankers, one that could jumpstart their efforts to lead their market.

Solution

The Johnsons team chose New York based Navatar, the connected growth platform for private markets that leverages data and technology like S&P CapitalIQ and Navatar Deal Connect. The critical test was to figure out whether Navatar’s M&A-out-of-a-box approach would be able to support Johnsons’ Six Stage Sale Process and improve their ability to cast a wider net and deliver faster results for their clients.

The Johnsons process was implemented within four weeks. In a short time, Johnsons was able to create a custom database of prospective targets and improve how they were managing their marketing campaigns to target segments. Where Navatar really shined was in managing the engagements. After deployment, the Johnsons’ team, across different offices, could drill down to any engagement and immediately see what was required next and by whom. They are now able to efficiently profile and track a whole range of acquisitive trading companies from across multiple industry segments, as well as financial buyers and their preferences. They can also leverage their custom research in a much more effective & meaningful manner and use it across multiple campaigns. And they are able to provide their clients with detailed & regular reporting throughout the whole process.

Johnsons has been able to streamline the marketing activities that target multiple synergistic acquirers from across the same industry as their client, as well as adjacent industry segments. They also reach out to international acquirers as a member firm of M&A Worldwide, a global network of more than 40 boutique M&A firms operating in over 36 countries. In addition to financial and strategic buyers, Johnsons also markets to accounting firms nationally, positioning the business as a prospective acquisition opportunity for clients of these firms.

With greater visibility across their business, Johnsons is eyeing rapid growth. “Navatar was the only technology that matched our ambition – and it did so out of the box” said Adrian Ness, Director, Johnsons Corporate. ”Thanks to Navatar, we are able to simultaneously manage and communicate with multiple local and international buyers across several campaigns at any one time. Additionally, our campaign reporting to clients is now fully automated providing complete visibility across all buyer communications. This empowers our clients to make better business decisions in relation to the sale of one of their most valued assets – their business.”

With over 50 years of experience buying and selling private & family owned businesses, Johnsons Corporate offers an approach specifically designed to maximize the value of a business.  They always adopt a customised marketing strategy to each and every engagement. And every client they take on has an associated marketing campaign in order to sell their business and create competitive tension at the table.  Their experience and expertise lies in executing business sales and acquisitions to strategic buyers & sellers, whether they come from local or international markets (via our partners M&A Worldwide).

See the original Blog Article as published by Navatar Group: a premier provider of cloud solutions – which combine CRM, content management and data – for the financial services industry.

PRESS RELEASE: Bridgeman Stainless Solutions sold to Direction Fund Limited – Johnsons Corporate Divestment

March 2016

Bridgeman's factory workfloor

Johnsons is pleased to announce the successful sale of a private, mid-sized Australian business to a financial buyer. After facilitating a comprehensive, end-to-end sales and negotiations process, our client – Bridgeman Stainless Solutions – has been acquired by Direction Fund Limited for an undisclosed amount. Bridgeman is the manufacturer and supplier of a wide variety of customised stainless steel products and solutions for a number of commercial and industrial sectors. DFL is an investment fund that invests in SMEs and listed stocks in order to enhance returns for charitable organisations for the deaf and hearing impaired.

The team at Johnsons were pleased to act as lead advisors to Bridgeman’s directors and would like to extend our congratulations to both the vendor and the purchaser.

In 2015, Bridgeman engaged Johnsons as its managing director sought to step back and set in place a succession strategy for his retirement. The directors also believed the Business would benefit from a new owner with the capital and capabilities to take the business to the next level.

Prior to engaging Johnsons Corporate, Bridgeman had dealt with two other advisors over a 2+ year period with no successful outcome. Within 4 months of going-to-market, Johnsons’ proactive approach had secured 3 written offers to acquire the Business. Of those, DFL went on to undertake exclusive due diligence and complete the acquisition.

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector, targeting financial and synergistic trade buyers. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: SRO Group sold to Murray Engineering – Johnsons Corporate Divestment

April 2016

Example of an SRO Electrical custom control panel

Johnsons is pleased to announce the sale of a private, mid-sized Australian business to a trade buyer in the same industry sector. After facilitating a comprehensive, end-to-end sales and negotiations process, our client – SRO Group – has been acquired by Murray Engineering for an undisclosed amount. SRO Group is a leading electrical engineering business with operations in Australia and China that provides turnkey solutions for the design, manufacture and integration of electrical infrastructure for heavy industrial projects. Murray Engineering is a Western Australia resources services provider.

The Johnsons team were pleased to act as lead advisors to SRO Group and would like to extend our congratulations to both the vendor and purchaser.

In 2015, SRO Group engaged Johnsons to find an investor to help take the business to the next level. This was Johnsons second engagement with the Business, having previously divested the Group’s mechanical division in 2013.

For Murray Engineering the acquisition opportunity represented a chance to create a national presence. Managing director, Craig Lindsay-Rae, said the acquisition was a union of two like-minded companies. “SRO’s expertise and professionalism provides Murray Engineering with electrical and mechanical opportunities on the eastern seaboard.”

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our clients get results because Johnsons’ approach is specifically designed for the mid-market business sector, targeting financial and synergistic trade buyers. Custom research and direct marketing capabilities, combined with expertise in sales and negotiations, create a service unavailable elsewhere in the field of traditional business broking and corporate advisory.

> READ THE CASE STUDY

PRESS RELEASE: Tradequip sold to Borum Importers – Johnsons Corporate Divestment

October 2015

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Tradequip's warehouse facilities and dispatch office

Johnsons is pleased to announce another successful sale of a private, mid-sized Australian business to a synergistic trade buyer. After facilitating a comprehensive, end-to-end sales and negotiations process, our client Tradequip – a leading Australian importer and wholesale distributor of industrial tools and equipment for the professional trades markets – has been acquired by Borum Importers – a growing Perth-based industrial equipment distributor – in a structured asset sale for an undisclosed amount.

In late 2014, Tradequip’s directors engaged Johnsons to divest the Business in order to pursue retirement plans. Furthermore, they believed the Business would greatly benefit from being part of a larger distribution company.

Commenting on Johnsons divestment strategy, which positioned Tradequip as an ideal bolt-on opportunity for existing equipment distributors, company director Frank He noted: “This focussed approach resulted in a number of meaningful discussions with interested parties within our sector. The end result was a great match with the final purchaser in Borum Importers.”

For Borum the acquisition opportunity represented a great fit with its strategic growth plans. Based in Western Australia, the purchase gives the business a solid entry into the Victorian market and, critically, an established base for expanding across Australia’s Eastern Seaboard.

The team at Johnsons were pleased to act as lead advisors to the deal and would like to extend our congratulations to both the vendor and buyer.

For over 50 years Johnsons Corporate has specialised in the provision of business sales and acquisition services for mid-sized, private Australian companies. Our approach gets results because it is specifically designed for the mid-market business sector. Our custom research & targeted marketing capabilities combined with our expertise in sales & negotiations provide a service unavailable elsewhere in the world of traditional business broking and corporate advisory.

> READ THE CASE STUDY

Asset or Share Sale? Which is Best for You?

When a business is sold, it is usually one of two types of transaction: an asset sale or a share sale. This article looks at the pros and cons of each.

Printed business reports - showing graphs and figures - alongside a calculator, notebook and pen
Ultimately, commercial, legal and tax considerations will determine whether a transaction is structured as an asset or share sale.
What is an asset sale?

An asset sale is where the assets of the business are sold, while the seller retains ownership of the business entity and company structure. Assets can include plant, equipment, inventory, property, company name, intellectual property and goodwill.

What is a share sale?

A share sale is where the buyer purchases shares in a business’s legal entity, rather than just the assets. In a share sale the acquirer may purchase anywhere from a minority shareholding to a majority or controlling interest to 100% of an entity. Generally speaking, acquisitions through share sales are more complex and involve greater risk than asset sales and therefore require greater due diligence (DD) by the purchaser to make sure the business is ‘clean’.

Which is right for you?

Ultimately, commercial, legal and tax considerations will determine whether a transaction is structured as an asset sale or share sale. Each type of sale has advantages and disadvantages, and the type of sale you opt for will be influenced by whether you are buying or selling.

Asset sale pros and cons for buyers

Asset sales generally pose a lower risk to buyers, as they are only purchasing the company’s assets and not the business legal entity, which may have unknown encumbrances associated with it. These could include contingent liabilities such as product liability, contract disputes, employee lawsuits or issues with product warranties.

On the downside, employee contracts are not transferable in an asset sale and must be re-negotiated with the new owner and entitlements factored in, all of which can affect the selling price.

Contracts with suppliers and customers as well as special licenses and permits may also not be transferable, and the consent of third parties may be required, which can also affect the sale price.

Certain assets can also be harder to transfer due to issues of assignability, legal ownership, and third party consents. Such assets could include certain kinds of intellectual property, leases, permits and contracts; all of which can slow down the sale and increase costs for the buyer.

Asset sale pros and cons for sellers

Asset sales can be advantageous for sellers in that they can stipulate the assets they wish to sell and retain ownership of those they do not  (i.e. they may wish to retain certain assets such as their cars or items of equipment).

However from a taxation point of view, they may wish to sell all of their assets as if this qualifies them for the sale of what is known as a ‘going concern’, then they may not be liable to pay GST on the sale.

One possible disadvantage of asset sales for sellers is that they may be subject to Stamp Duty, which is generally higher on the sale of assets than on shares.

Share sale pros and cons for buyers

One of the main advantages for buyers in share sales is the fact that they assume full control of the business and the transaction is usually smoother than an asset sale. This is because all contracts with suppliers and customers remain intact and as far as the outside world is concerned, the only thing that has changed is ownership of the business.

Continuity is also maintained with the company’s employees, as terms and conditions of employment remain unchanged with the new ownership.

The main downside of share sales for buyers is the increased risk they are exposed to, because they stand to inherit every element of the business, including any unknown legal, tax or other liabilities the seller may have.

The increased due diligence required to identify these possible encumbrances can also increase the cost of the transaction for the buyer.

Share sale pros and cons for sellers

The main advantage of share sales for sellers is that all of their potential liabilities are re-assigned to the buyer and they can make a clean break from the business

On the downside, because of the potential encumbrances the buyer is taking on, they may require more stringent warranties and indemnities from the seller.

Whichever type of sale structure you opt for as a buyer or seller, it is vital to get the right accounting, taxation and legal advice before committing yourself to a sale. If the size of a transaction exceeds $1 million, then hiring an independent business broker would be a wise decision.

> LEARN ABOUT JOHNSONS’ APPROACH TO MID-MARKET BUSINESS SALES