BUSINESS OVERVIEW

Orbis Partners acted as lead advisors to the management team who launched a recommended offer to acquire AIM-listed SWP Group Ltd in order to return the business to private ownership in a £18 million deal.

SWP Group Ltd (SWP) designs, manufactures and installs a range of industrial engineered products and systems, serving international markets in the gas, oil, petrochemical, construction and water utilities sector. The SWP group operates through subsidiaries ULVA, Fulflow and Plasflow which has operations in Cambridge, Sheffield, Rotherham and Telford.

The objective was to return SWP to private ownership as SWP was both too small to benefit from maintaining a public quotation and offered little value to shareholders, either in share liquidity or dividend payments. Accordingly, the executive director of SWP, with advice from Orbis, proposed to put forward a fair offer to all shareholders to acquire the business through a management buy-out. The offer was made through a new company, Friars 716 Limited, valuing SWP at £18.3 million. The offer was declared unconditional in all respects on the 13th of October 2016.

As a private company, SWP will be better able to weather the feast and famine nature associated with transacting a small number of large projects. I, therefore, believe that the offer is in the best interests of shareholders as a whole and I look forward with great optimism to working with all stakeholders to continue the successful development of the business.

OUR ROLE

Friars 716 was given financial advice by Orbis Partners to help to find a solution that would suit both the shareholders and the future position of the business. Orbis also got in contact with HSBC  and put a case together to work to raise sufficient funds to allow the transaction to take place.

Specifically, Orbis:

  • Took time to understand the goals of SWP and the executive management.
  • Gave advise on the strategy the senior management team should make to attain the best outcome to future-proof the business.
  • Put together a team of advisors to help execute the deal as smoothly as possible.
  • Found HSBC as suitable funding support which enabled the offer to be made.

The nature of this transaction together with a significant amount of the business in the oil and gas sector presented a number of challenges in this deal. We were delighted to obtain funding support from HSBC, and put together a team of other advisors to execute this project.

Chris Gregory, Partner, Orbis Partners

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The statutory directors of Orbis Partners Ltd are Chris Gregory, James Grenfell, Gary Ecob and Shah Zaki.