Brabners supports leading recruiter on strategic acquisition of employee-owned business

KPI Recruiting is one of the fastest growing recruitment businesses in the UK. It provides professional search services and flexible workforce solutions to some of the UK’s largest brands, including AO, B&M, Asda, Evri, Ann Summers and Dunelm.

We’ve worked with KPI Recruiting for many years — providing wide-ranging support across corporate, commercial and employment matters. 

So, when its team identified First Choice Select — a well-established recruitment agency in Yorkshire — as a potential target for acquisition, we were asked to advise on the legal aspects of the deal. 

KPI Recruiting had built a growth strategy with a view to growing geographically and enter into new sectors, meaning that First Choice Select was a perfect fit for its first acquisition. The parties had agreed on a quick timeframe for completion, which required us to work efficiently.

Mitigating potential liabilities around employee ownership

Our involvement started in advising KPI Recruiting following its initial conversations with First Choice Select. Here, a major additional intricacy was identified — that First Choice Select was employee-owned (EO). 

Yet thanks to our expertise in employee ownership — as one of the few UK law firms with ‘Specialist Adviser’ status from the Employee Ownership Association — we were able to fully advise KPI Recruitment and ensure that all factors were carefully considered. 

We advised KPI Recruiting on any potential liabilities lying with First Choice Select under the EO structure and the steps needed to mitigate those risks. Without our knowledge and expertise in employee ownership, KPI Recruiting may have inadvertently inherited those liabilities following its acquisition of First Choice Select.

Head of Terms & due diligence

Once the deal was agreed, we assisted in preparing the Heads of Terms. We also supported KPI Recruiting in its due diligence investigation and provided insight around the structure of the target business as well as the potential risk areas and negotiations. 

This was all designed to ensure that the business could be effectively integrated within the existing structure of KPI Recruiting and First Choice Select would remain profitable following the transition of First Choice Select within KPI Recruiting’s group.

Instructing us at the outset meant that KPI Recruiting benefited from commercially sound advice from the earliest stages of the transaction. This was particularly important given the need to assess First Choice Select’s employee ownership structure, identify and mitigate any legacy or contingent liabilities, shape the heads of terms, focus the due diligence process on the key risk areas and ensure that the proposed acquisition structure would support a smooth integration into KPI Recruiting’s wider group.

Talk to us

As one of the UK’s most active legal teams for M&A, our award-winning corporate lawyers provide the guidance and efficiency you need throughout your growth journey.

As the only UK law firm with a dedicated Deal Advisory team, we can even help you to identify acquisition targets and initiate contact while you focus on the day job. 

To discuss your ambitions, give us a call on 0333 004 4488, email us at hello@brabners.com or complete our contact form.