What is the deal?

The sale of Acorns Health Care to Ignite Growth, a UK-based private equity investor, completed for an undisclosed sum in October 2024. We advised the shareholders of Acorns, which is a Hampshire-based supported living services business for adults who have severe learning disabilities and autism. Its founder, Sue Vaughan, was planning to retire and we were engaged to run a sales process.

What was the process?

There was a mixture of shareholders, all looking for different outcomes. We ran a dual process with approaches to trade and private equity. It was a very competitive process and we received a number of offers from both. All the options were put on the table to allow Sue, the other shareholders and management to work out what suited them best. The attraction of private equity is that they can typically be more flexible around deal structure. 

What were the timescales?

We initially went to market in 2023 but, while we were in discussions with a select few parties, an opportunity arose for Acorns to significantly transform the size of its business, so we paused the process to allow them to focus all their time and energy back on the business. 

We returned to market in 2024, picking up conversations with preferred bidders. Acorns was a larger and more established business, and the revised offers were increased. We completed the night before the Budget in October 2024; with nervousness about potential changes to CGT and business asset disposal relief, we had that as a target. An investment from Ignite was the perfect fit for the next phase of growth given its strong track record in the care sector and alignment on culture, ethos and ambition.

Who were the other advisers?

We were lead corporate finance adviser. BDB Pitmans (now Broadfield) provided the vendors with legal and property advice, and K3 Tax Advisory (our sister company) gave tax advice. Hazlewoods carried out financial and tax due diligence for Ignite, and Connell Consulting the commercial due diligence. Trowers & Hamlins was legal adviser to Ignite. 

What were the challenges?

Sale processes can demand a lot of time from management and it was critical that the process didn’t become too much of a distraction and disruptive to the day-to-day work. We worked closely with management to ensure they were supported wherever possible and it was testament to the strength of the management team that we were able to run an efficient process with minimum disruptions to the care operations.

It’s quite rare to have a long pause, restart and still be in a position to go back to market and rekindle interest. We kept the interested parties up to date when we could while we’d paused, keeping them warm as we wanted to hit the ground running once we restarted, and thankfully we were able to do that with interested parties that were keen to re-engage. 

What lessons were learned?

There were a lot of curveballs that were completely unforeseen and outside our control. The biggest lesson was how you manage and navigate such issues to ensure the deal stays on track. For me, it underlined the importance of building trust early in the process with the client and the buyer. When challenges arise deep into a process, alignment of vision and a foundation of trust can help overcome those hurdles because everyone’s trying to achieve the same outcome.