Pitch Best Small Cap Deal 2020: GEM – HC Groep

De genomineerde deals maken dit jaar kans op de M&A Award voor Best Small Cap Deal 2020.

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Name of the deal GEM and management acquire HC Groep from Airvance Group
Date 28 July 2020
Published value Undisclosed (5-50 Million)
Buyer(s) Gilde Equity Management/ Climate City Holding B.V.
Target HC Groep
Seller Airvance Group    

Involved firms and advisors 

Involved firms and advisors buy side:
Kröller Boom (M&A Advisory), JSA Tax (Tax Advisory), EY (Financial Due Diligence), Simmons & Simmons (Legal Advisory Corporate M&A), Gilde Equity Management (PE Management)

Involved firms and advisors sell side:
Canaccord Genuity (M&A Advisory), PwC (M&A Advisory), DLA Piper (Legal Advisory Corporate M&A)


Brief description deal / Deal outline
GEM, a Dutch private equity firm, and the management of HC Groep have acquired HC Groep, a leading indoor climate technology company in the Netherlands, Germany and the UK from Airvance Group, an international distributor of air handling products based in France. HC Groep is specialized in climate ceilings, air handling systems, climate controls and car park ventilation for high-end office and public buildings. HC Groep employs approximately 280 people.

Why should this deal win the Award for Best Deal 2020?
With the acquisition of HC Groep, GEM enters the indoor climate technology market. Clean air and a healthy and comfortable indoor climate have a positive impact on people, public health and therefore on society. With this deal, GEM and HC Groep’s management
have shown their confidence in the market, despite the current market conditions and Covid-19 crisis. In addition, the different elements of the deal add to why this deal deserves a nomination: A solid deal rationale, positive impact on the company, stakeholders and society. Combining all these characteristics of the deal, we feel that this deal should win the award for Best Deal 2020.

Deal rationale:
Rationale – In today’s world, clean air, safety, comfort and energy efficiency are becoming increasingly important in offices and public buildings. GEM is convinced that HC Group, as an indoor climate technology company, is well positioned to play a leading role in meeting demands in this regard and believes that it can support HC Groep in its growth acceleration.

What is the impact of this deal for the company?
Impact for the company – The acquisition of HC Groep by GEM and management from Airvance Group means that HC Groep has Dutch owners again (as the company was also held by Dutch owners in the past). With GEM, HC Groep’ management has found a
good and financially strong partner that will support the company’s entrepreneurial spirit and facilitate the realization of its business plans. Together, GEM and HC Groep’s management will be able to realize the company’s growth objectives and strengthen its market position.

What is the impact of this deal for the direct stakeholders?
Impact for the direct stakeholders – In the past 15 years HC Groep has become an expert in the field of indoor climate control and ventilation. The company operates internationally and is able to offer its customers a total solution in multiple countries in Europe. The need for more advanced indoor climate solutions will open up new opportunities for the company. With GEM’s support, HC Groep will be able to meet its customers’ demands and realize its growth objectives.

What is the impact of this deal on society?
Jointly, GEM and HC Groep’s management have the means, knowledge and experience to meet society’s needs. Clean air and a healthy and comfortable indoor climate have a positive impact on people, public health and therefore on society. 

What was most complex about this deal?
The seller had relatively recently acquired HC Groep prior to this deal (in February 2020). Consequently, it had to rely on HC Groep’s management during the transaction process whilst at the same time management was also buyer in this
transaction. In addition, this cross-border transaction was negotiated, signed and closed remotely during the Covid-19 situation. This limited the possibilities to communicate and meant all parties had to rely heavily on digital solutions while operating in uncertain times. Therefore, the deal dynamics were different from other transactions. Also there were multiple jurisdictions involved (NL, UK, Germany).

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