Date: June, 2023
Location: London, United Kingdom
About the Business
Polestar is pleased to have acted for the shareholders of Africa Matters Limited (AML) in its recent acquisition by J.S. Held, a PE-backed global consulting firm headquartered in the US. The 3rd trans-Atlantic consultancy transaction for the Polestar team in the last 12 months followed a strong recommendation from a previous sector client, recognising Polestar’s proven understanding of active international buyers.
Based in London, with an office in Kampala, Uganda, Africa Matters Limited is an Africa-focused strategic advisory firm with an excellent reputation for business intelligence, stakeholder engagement and sustainability consulting services. With a recognised brand built over 25 years and unrivalled access to the African public sector, the Company has been described as “the private sector diplomats for Africa” by the office of the DRC President.
The acquisition allows J.S. Held to expand its investigations practice into Africa, while also providing AML’s clients access to new resources and experts within J.S Held’s team of more than 1,500 professionals.
Polestar was engaged by the two primary shareholders to:
Polestar’s comprehensive approach ensures that bidders all bid off the same, comprehensive understanding of the target provided in the Information Memorandum (IM).
A well-positioned IM identifies and clearly demonstrates key themes to potential buyers:
Buyers nearly always place a higher value on the business when its sale process is being professionally advised.
To compile the IM, Polestar worked with the shareholders to identify the Company’s key selling points and establish the business rationale most interesting to potential acquirors. Polestar then highlighted the unique nature of the work AML carries out, alongside its unrivalled network of contacts.
Linking this with Polestar’s knowledge and understanding of the active acquisition requirements of certain international consultancies, a targeted buyers list was drawn up and prioritised with the client, resulting in a high hit rate of offers.
Offers were received from buyers in the US and Europe, with one already having a strong link to the African continent. When assessing bids for clients, a number of factors are considered: total valuation, structure (how much cash is up front versus deferred consideration, and earn-outs and equity) and the buyers’ intentions for the business and staff (locations, tie-ins, how much equity staff will have to roll over).
Understanding the importance of each factor to the client allows for effective negotiation. For Africa Matters Limited, the buyer’s plans for the established and recognised brand within Africa – as well as the integration of its team – were vital elements, alongside securing the value created by the Company’s growth to date.
As in all deals, there were matters that needed careful management to ensure the needs of all parties could be met or reconciled. These included:
After management meetings with selected parties, AML decided to move forward with J.S. Held.
Africa Matters Limited is a key addition to J.S. Held’s London team, bolstering its regional support for the Middle East & Africa, as well as the firm’s global business intelligence and sustainability & ESG services.
Ross Alexander, Executive Chairman, commented:
“I never thought selling the company (that I was a major shareholder in) would be such a complex and long process. Selling to an American buyer also presented its own unique challenges. On both fronts; 1. The complexity and length of the process and 2. The nature of the buyer; Polestar’s team, led by Charlie Whelan, was critical to the successful outcome we reached. Charlie was relentless in his laser like approach to ‘mission critical’ issues that frequently arose and he acted with speed and commercial savvy at all times. Conor Barrett was particularly helpful as the deal moved towards completion and was efficient and accurate when compiling daily reports on key deal related numbers.”
