Company Announcements

30 August 2022

Oakley Capital Investments Limited

Oakley Capital Investments Limited¹ ("OCI") is pleased to announce that Oakley Capital Fund V² ("Fund V") is investing in Phenna Group ("Phenna"), a leading platform in the Testing, Inspection, Certification, and Compliance ("TICC") sector and in parallel has also acquired CTS Group which will become part of Phenna Group upon completion of both transactions.

OCI's indirect contribution via Fund V will be c.£70 million.

Note that the above figure only relates to OCI's share of Oakley's overall investment in Phenna and CTS Group.

Further details on the transaction can be found in the below announcement from Oakley Capital^3.

Oakley invests in Phenna Group and CTS Group

·      Oakley has invested into Phenna Group, one of the fastest growing TICC groups globally

·      Highly experienced founders reinvesting alongside Oakley

·      In parallel, Oakley has also acquired CTS Group which will become part of Phenna Group at completion

·      TICC is a large, fragmented and growing market driven by favourable trends from increased regulation, greater outsourcing, and exposure to growing end markets

·      Resilient business model as testing is typically mandatory, customers are very loyal, and Phenna is highly diversified across different markets and geographies

Oakley Capital ("Oakley"), the pan-European private equity investor, is pleased to announce that Oakley Capital Fund V is investing in leading Testing, Inspection, Certification, and Compliance ("TICC") platform, Phenna Group ("Phenna"), in partnership with co-founders Paul Barry (CEO) and David Harrison (CFO) who are reinvesting into the business.

In parallel, Oakley has also acquired CTS Group ("CTS"), a leading provider of testing and inspection services in the U.K., focussed on the infrastructure market. CTS will become part of Phenna Group upon completion of both transactions.

Formed in 2018, Phenna has rapidly emerged as one of the fastest growing TICC groups globally, with revenue growth of circa 100% CAGR over the last three years. Today the group comprises 31 independent businesses which provide specialist TICC services across infrastructure, built environment, niche industrial, pharmaceutical and certification and compliance divisions. The business operates across 12 countries in four continents.

CTS Group is a leading provider of testing, inspection and geoengineering consulting services in the U.K., primarily focussed on long term civil infrastructure projects. The business has more than doubled revenues over the last three years through organic growth and targeted acquisitions.

CTS will become part of Phenna Group upon completion of both deals. The existing CTS management team will continue to lead the business within the wider group. CTS and Phenna Group offer complementary services. Their combined UK wide network of laboratories, site based services and geotechnical expertise will ensure customers benefit from an expanded service offering.

The global TICC market is worth over £200 billion and remains highly fragmented with the top 10 groups accounting for only 12% of the market. The market is forecast to grow at over 5% p.a. driven by regulatory trends, increased outsourcing, and exposure to growing end markets. Customer demand is typically non-discretionary due to mandatory testing requirements. Customers are highly loyal. Phenna is diversified across multiple end markets and geographies.

Phenna has emerged as the strategic acquirer of choice for best of breed specialist TICC companies due to its unique partnership approach, which allows leading TICC entrepreneurs to continue to operate their businesses whilst also having all the benefits of being part of a larger global business. Oakley's investment will allow Phenna to continue to grow rapidly into new verticals and geographies. Both deals are subject to regulatory approval.

Oakley Capital Founder and Managing Partner, Peter Dubens, commented: 

"Phenna Group is exactly the kind of entrepreneurial disruptor that Oakley was founded to support. We are pleased to have been able to help them with the acquisition of CTS Group, one of the pre-eminent testing brands serving UK infrastructure customers. We believe Phenna has the potential to become one of the leading TICC groups in the world and look forward to supporting them to achieve that vision."

Phenna Group Founder and CEO, Paul Barry, commented:

"We were attracted to Oakley's deep expertise in M&A execution and integration, as well as their strong track record in helping businesses to internationalise at scale. As we look to the future, we're  excited to be working with them and together delivering on our mission to grow Phenna into a leading global TICC player."

CTS Group CEO, Phil Coles, commented:

"Oakley's approach and their track record in driving business growth through M&A complimented that of CTS and our incredible growth story to date. The opportunity that then presented itself to continue this within Phenna, with the immense success that Paul and the team have had to date, was ideal and provides a great future for the business as part of a larger, incredibly ambitious, international group."

- ends -

For further information please contact:

Oakley Capital Limited

+44 20 7766 6900

Steven Tredget

Greenbrook Communications Limited

+44 20 7952 2000

Rob White / Michael Russell

Liberum Capital Limited (Financial Adviser & Broker)

+44 20 3100 2000

Chris Clarke / Darren Vickers / Owen Matthews

Notes:

LEI Number: 213800KW6MZUK12CQ815

¹ About Oakley Capital Investments Limited ("OCI")

OCI is a Specialist Fund Segment ("SFS") traded investment vehicle that aims to provide shareholders with consistent long-term capital growth in excess of the FTSE All-Share Index by providing liquid access to private equity returns through investment in the Oakley Funds.

A video introduction to OCI is available at https://oakleycapitalinvestments.com/videos/

The contents of the OCI website are not incorporated into, and do not form part of, this announcement.

² The Oakley Funds

Oakley Capital Private Equity L.P. and its successor funds, Oakley Capital Private Equity II, Oakley Capital Private Equity III, Oakley Capital IV, Oakley Capital V and Oakley Capital Origin Fund are unlisted lower-mid to mid-market private equity funds that aim to provide investors with significant long-term capital appreciation. The investment strategy of the Funds is to focus on buy-out opportunities in industries with the potential for growth, consolidation and performance improvement.

³ Oakley Capital, the Investment Adviser

Founded in 2002, Oakley Capital Limited has demonstrated the repeated ability to source attractive growth assets at attractive prices. To do this it relies on its sector and regional expertise, its ability to tackle transaction complexity and its deal generating entrepreneur network.

Important information

Specialist Fund Segment securities are not admitted to the Official List of the Financial Conduct Authority. Therefore, the Company has not been required to satisfy the eligibility criteria for admission to listing on the Official List and is not required to comply with the Financial Conduct Authority's Listing Rules.

The Specialist Fund Segment is intended for institutional, professional, professionally advised and knowledgeable investors who understand, or who have been advised of, the potential risk from investing in companies admitted to the Specialist Fund Segment.

This announcement may include "forward-looking statements". These forward-looking statements are statements regarding the Company's objectives, intentions, beliefs or current expectations with respect to, amongst other things, the Company's financial position, business strategy, results of operations, liquidity, prospects and growth. Forward-looking statements are subject to risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future.  Accordingly the Company's actual future financial results, operational performance and achievements may differ materially from those expressed in, or implied by, the statements. Given these uncertainties, prospective investors are cautioned not to place any undue reliance on such forward-looking statements, which speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the Company's expectations with regard to them or any change in events, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Listing Rules or Prospectus Regulation Rules of the Financial Conduct Authority or other applicable laws, regulations or rules.