Deal delivered

What was the deal?

It’s the MBO of the UK arm of transactional communications services specialist Unifiedpost in August 2025. Based in the north-west of England, Unifiedpost specialises in digitising and automating the distribution of business documents and communications, as well as physical and print postal services. It was effectively a carve-out from Banqup, its Belgian parent company, which was founded in 2001. Banqup had diversified; it wanted to focus on the newer businesses it had built, and divest its more traditional print business. FRP Corporate Finance had worked with Unifiedpost before, and MD Mark Hetem contacted our team in Manchester to ask how they could go about a buyout. The business has since rebranded as Prime Document.

What were the challenges?

One thing that had to be negotiated was an ongoing reciprocal arrangement, whereby there would be an ongoing collaboration of services for a transitional period between Banqup and Unifiedpost.

Also, the management team (alongside Mark) included FD Clare Doust and operations director James Beal, both of whom were very involved in the transaction. The management team acquired 100% of the shares – the split wasn’t disclosed.

How was the buyout funded?

The deal was not private equity backed – it was funded by an asset-based loan secured on the debtors’ book and a cash flow loan, based on the profits of the business, from Allica Bank. The business was reasonably asset rich, and that was a more attractive solution for management. We went to all the mid-market debt funders and a team from Allica, led by Dave Rushton, won the competitive process. Deliverability was key when we were looking at the funders, as we only had a 12-week window to do the deal. The quantum of the loan was not disclosed.

We first looked at who could reach the quantum we needed, and what they needed from management, in terms of due diligence requirements, timescales and process. Comparing and contrasting them all, we used competitive tension to get the best terms for the management team. Allica also bought into the business plan and had a rapport with management.

Who were the advisers?

I led the FRP Corporate Finance team, which included manager Amy Murphy and graduate trainee Tom Parsons. We provided corporate finance and debt advisory services. As well as sourcing the funder, we negotiated terms and managed the transaction through due diligence, valuation and deal structuring. Kuits Solicitors provided buy-side legal advice and Claritas Tax provided financial due diligence. We reviewed the SPA and the transitional service agreement (TSA), alongside the lawyers. The TSA, which was important to the business’s future, was a bit more complex than usual.

What were the lessons learned?

Transparency and taking a collaborative approach with sets of management – the Unifiedpost MBO team and the Banqup team – was key. Both parties were working towards the same desired outcome. So we shared the debt process feedback with Banqup, which is probably a little bit unusual but gave us more credibility with them. Banqup was refinancing its own debt facilities, which meant the buy-side team had to be patient on timescales to enable all charges to be released at the same time as the deal. Because we were open with them, they were open with us. We knew there was nothing untoward, which meant we could be more collaborative.