Mergers & Acquisition Activity – The Property Franchise Group PLC (TPFG) announces a £214 million recommended all-share merger with Belvoir Group PLC

PUBLICATION LONDON 10/01/2024 ‘International legal practice Osborne Clarke is advising AIM-quoted The Property Franchise Group PLC, a leading property franchisor in the UK and manager of a substantial estate agency network and portfolio of lettings properties, in relation to its recommended proposed £214 million all-share merger with Belvoir Group PLC. 

AIM-quoted Belvoir is a leading UK property, mortgage and franchise group operating through two divisions: a network of property franchisees and a network of mortgage advisers which, together, combine to support customers throughout their property transactions.

The combined group will benefit from increased scale with more than 930 property franchise locations, managing approximately 152,000 tenanted properties across the UK and will be expected to sell more than 28,000 properties per annum.  Upon completion of the Merger (which is to be implemented by means of a Court-sanctioned scheme of arrangement pursuant to Part 26 of the Companies Act 2006), Belvoir shareholders will hold approximately 48.25 per cent. and TPFG shareholders will hold approximately 51.75 per cent. of the enlarged issued share capital of TPFG.

Canaccord Genuity Limited is acting as financial adviser to TPFG in respect of the Merger. Completion of the Merger is anticipated to occur in March 2024. The Osborne Clarke team which is advising TPFG on the Merger is being led by Partner Jonathan King who is being assisted by Associate Director Ed Nisbet, Senior Associates Stuart Miller and Oliver Woods and trainee Tom Petrides. Partner Michael Carter and Senior Associate Stuart Rose are advising on the incentives arrangements. Partner Simon Neill and Associate Joachim Piotrowski are advising on competition aspects.

Osborne Clarke’s Corporate team, which is ranked in the top tiers by both Chambers and the Legal 500 for AIM, is considered a go-to practice for many companies, working with global businesses to fast-growth start-ups and market challengers. The team advises at every stage of company development across all corporate issues, from equity and debt fundraisings to M&A, IPOs and JVs.’ – source Osborne Clark.

Interestingly though heralded as a merger, as the TPFG CEO Gareth Samples will run the new enterprise and the TPFG CFO David Raggett will remain in position, it looks very much as though Belvoir will not be in the driving seat moving forward. Strategically TPFG had strengthened their hand by doubling down in recent times on the Financial services core to its operations, which given the pounding that residential sales have been taking is more than prudent.

2024 on a more general scale is likely to see a whole raft of ‘mergers’ in the property sector with many operations operating on slim margins, though of course both TPFG and Belvoir with their letting centric verticals have been trading very profitabily, and the coming together of these two business should create a stable and profit making business that will continue to expand.

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Digital identity company Yoti receives £12.5 million funding from HSBC, part of a larger funding round of £20M

Though this news broke just a few days before Christmas, I wanted to run the release for CEO and co-founder Robin Tombs YOTI, as given the terrible conditions of 2023 with regard to raising any type of funding, plus the huge multiplier in revenue that YOTI has been able to show, I thought now would be a good time show just what ‘good’ looks like. I would like to make readers aware that YOTI are a client of one of my associated companies, but I think if you read the following, the reason for running this piece is due to its own merit. And they service the whole of the Connells Group which in itself is testimony to its application in the property industry.

Press Release 22nd December 2023, London, UK – Digital identity company Yoti has received £12.5 million debt funding from HSBC, and a further £7.5 million convertible debt funding from existing shareholders. The £20 million funding will support the continued growth of the company through to achieving profitability and beyond.

This funding round follows the £10 million Lloyds Banking Group invested in Yoti earlier this year. Yoti’s total funding to date now exceeds £166 million; the majority provided by its founders and angel investors since it was founded in 2014. This funding has enabled Yoti to develop proprietary technologies covering identity verification, age assurance, authentication and esignatures, including world class in-house facial age estimation, liveness and facial recognition AI.

Yoti, founded and headquartered in the UK, offers a range of digital identity solutions that make it safer for people to prove who they are. Yoti is completing over 6.5 million age and identity checks every month, and continues to announce partnerships around the world across the financial, banking, government, gaming, gambling, dating, employment, social media, adult, retail and vaping sectors.

Yoti is one of the UK’s fastest growing tech companies. Over the 4 years ending in March 2023, Yoti’s revenues have grown 6,074% from £101,168 to £6,246,230, which would have ranked Yoti in 6th place in the Deloitte 2023 UK Fast 50. Yoti monthly revenues have grown 150% over the last year from £466,143 in October 2022 to £1,167,735 in October 2023.

Yoti’s clients include Meta, OnlyFans, Sony Playstation, Yubo, Aldi, The Government of Jersey, Improvement Service in Scotland, Sterling Check, HireRight, First Advantage, Checkr, Muzz, Aylo, Regal Gaming, Connells and NSPCC.

This year, Yoti also launched a new Digital ID app with Lloyds Bank and created Digital ID Connect – the UK’s largest digital identity network provided by Yoti, Post Office and Lloyds Bank. Over four million people in the UK have downloaded one of the Digital ID apps (Yoti ID, Post Office EasyID and Lloyds Bank Smart ID), and Yoti has over 13 million app installs globally. In 2023 alone, close to one million individuals in the UK downloaded one of the three Digital ID apps, without any consumer marketing spend.

Robin Tombs, CEO at Yoti said, “I’m delighted to announce this funding round, including £12.5 million from HSBC, which follows another exciting and fast paced year for Yoti. We’re growing quickly and this £20 million funding should comfortably see us through to profitability.”

John Browett, Chair at Yoti added, “It is good to see this last piece of funding in place to see Yoti through to profit. Yoti has world leading technology that makes great improvements to trust, security and safety in the digital world. It has been fabulous to work with Yoti as we have gone from start up to significant and increasing revenues.”

Yoti is a digital identity technology company that makes it safer for people to prove who they are, verifying identities and trusted credentials online and in-person. They now provide verification solutions across the globe, spanning identity verification, age verification, document eSigning, access management, and authentication and leading facial age estimation.

Over 13 million people have downloaded the free Yoti Digital ID app across the world. It is available in English, Spanish, French, German, Portuguese and Polish. Yoti is certified to ISO/IEC 27001:2013 for ID Verification Services, ISO 27701 for data privacy, and SAE 3000 (SOC 2) Type 2 certified for its technical and organisational security processes. For more information, please visit www.yoti.com.

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Andrew Stanton’s PROPTECH-X ‘Proptech & Property News’ in association with Estate Agent Networking & News Now publications. #proptech #property #realestate #digitaltransformation #startups