Challenge

In December 2017, we helped the original founders, Scott Davidson and Greg Le Tocq, complete a management buy-out of Invitation Digital Limited (“IDL”) from Vodafone. IDL was the operator of the VoucherCloud and GiftCloud brands. It was acquired by Cloud Savings Company, a management owned vehicle supported by a unitranche debt facility which was arranged by us.

Within 5 months of buying back the VoucherCloud and GiftCloud business from Vodafone, Scott Davidson and Greg Le Tocq asked us to sell their business to Groupon, the global E-commerce market place.

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Solution

Trade Sale

Finding the right home for the business was a private placement exercise rather than wide auction process. The highly specialist nature of the business and its material scale meant that the buyer had to be a global player. We explored this market on behalf of the shareholders who settled on Groupon as the best buyer for the business.

Board Support

Jim Shaw became a director of holding company Cloud Savings Company and provided wider financial oversight to the group. Jim supported both the director group and the senior management team through a full budgeting cycle and managed all aspects of the relationship with the debt provider who supported the original buy-out.

Deal Structuring

Advising on a deal structure that satisfied the requirements of all shareholders and acquirer was essential to align all parties and deliver a transaction.

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Results

The sale to Groupon achieved the ambition of the buy-out, namely to place the business with a supportive long-term partner whose ambitions are aligned with the founders. This new combination gives rise to a powerful platform for growth. Groupon’s intent was to invest in the Bristol team and further grow it as a European centre of excellence, representing an exciting prospect for employees and those interested in building a career in technology and media. Greg Le Tocq remained with the business and led the team. Scott Davidson took the opportunity to retire.

testimonial

"Bringing Jim and his team on board was one of the key reasons we were successful in transferring our business out of a legacy ownership and into a deserving long term home in less than 5 months. Their commitment and ability to adapt to rapidly changing circumstances sets Shaw & Co apart.”

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Shaw & Co were beside us all the way through the buy-out and into the sale."

Greg Le Tocq
Co-Founder, Cloud Savings Company