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asb law acts in the sale of Jollyes Retail Group

Firm name(s)asb law
Deal typeManagement Buyout
Industry sectorRetail
Description

asb law acted for the Shareholders of long-term client Jollyes Retail Group Ltd (Jollyes) in the sale to a management team backed by Kester Capital, an independent mid-market private equity firm, with debt funding from HSBC.

Founded in 1935, Jollyes is the UK’s second largest pet retailer with a portfolio of over 70 superstores and concessions across the UK.  Jollyes focuses on providing its loyal and growing customer base with pet products and services that combine great quality and value and over time has developed a very successful range of own brand products, including its K9 and Lifestage brands.  In 2014, Jollyes launched an e-commerce website to develop its multi-channel offering.  Jollyes has also recently expanded its offering to customers to include grooming and veterinary services in store.

The multi-disciplined legal team at asb law was led by Corporate Finance Partners, Claire Williams and Helen Mead, supported by Associate Daniel Tozer and Solicitor Chloe Gill, working alongside Property Services Partner Chris Worthingtonand Associate Angela Ruminski.

The deal involved the sale of the Jollyes holding company for a combination of cash, shares, and additional conditional consideration.

The Sellers rolled-up part of the consideration into shares in the Buyer and this involved the negotiation of the rights of those shares set out in a shareholders agreement and the new articles of association for the Buyer.

There was a substantial property element to the transaction given the 77 sites that Jollyes operated from across England, Wales, Scotland and Northern Ireland which were subject to a full due diligence exercise. The asb team worked in conjunction with Scottish and Northern Irish advisers.

There was also a banking element to the transaction with HSBC providing debt funding and new banking facilities to the business going forward. Existing debt to Barclays and owed under loan notes was redeemed at Completion.

Claire Williams commented: “We are delighted to complete this deal for our long-term client. We’ve been working with Jollyes for many years, supporting continued revenue growth and expansion across the UK. It was great to see the results of this work culminate in a successful private equity backed management buy-in, which takes the business into its next stage of development.”

Following the acquisition, David Hutchinson will take over as CEO from Nick Pollard, owner and outgoing Managing Director. David has held senior executive roles in a number of UK retail businesses, most recently at Greencross Limited, Australia’s leading pet retailer and veterinary services provider.

Nick Pollard added: “I am delighted to be passing on Jollyes to David. I am confident his experience and passion for the sector will preserve and enhance the values of Jollyes in its next phase of growth. I would also like to extend my thanks to the asb law team for all their support and hard work, culminating in their expert guidance and scrutiny in successfully completing this deal.”

This transaction was also announced as the May 2018 Deal of the Month by Insider Media.

Nick Pollard was advised on the transaction by asb law and Cavendish Corporate Finance.

Management were advised on the transaction by Stevens and Bolton.

Kester Capital was advised on the transaction by Travers Smith (legal), Alantra (debt advisory), OC&C (commercial), Grant Thornton (financial and tax), Cornerstone Corporate Finance, Savills (property) AJ Gallagher (insurance) and Intuitus (IT).

Adviser(s)asb law
Completion date25th May 2018
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