In the news: The Travel Trade Consultancy featured in TTG

TTC Director Martin Alcock spoke to TTG Media about what the industry can expect from M&A activity, post-Covid-19. Here’s the full article, which can also be found on page 12 of TTG, published on 18 May 2020.

Pages 1&2Screen shot of TTG Media article on M&A post-Covid

Pages 3&4 Second screenshot of TTG article looking at M&A post-Covid

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TTC supports Caribtours Management Buy Out

Caribtours, the luxury Caribbean specialist tour operator, has been acquired by its Managing Director, Paul Cleary.

Caribtours was founded by Norman Brunskill in 1979, and over the last 40 years, it has grown to become established as a leading authority on long haul luxury travel to the Caribbean, Mexico, the USA and the Indian Ocean. With an enviable reputation for exemplary customer service and first-hand knowledge, the Caribtours name has become a byword for excellence and reliability with the UK Independent Travel Agent community.

It was an honour to help Paul structure the deal, raise the necessary finance and complete the transaction. We wish him and his team the very best for this new, exciting chapter of the Caribtours story.

Paul Cleary commented: “I am immensely proud of what we have achieved on our journey so far and I’m really excited about our plans for the years ahead. I want to thank Martin and his team for their help in guiding us through the transaction process”.

TTC supports If Only Holidays in their acquisition by The Portman Travel Group

If Only Holidays, the multi-award-winning , trade-only luxury holiday brand has today been acquired by The Portman Travel Group where it joins luxury tour operator Elegant Resorts as well as leading business travel agent, Clarity Travel Management.

TTC Director, Martin Alcock “It’s fair to say the UK travel industry has been through a really tough year in 2019 and is facing more uncertainty in the months ahead. We think this deal is therefore testament to the quality of  If Only’s reputation, its market leading management team and its phenomenal growth story.

“It was a pleasure to support the If Only and Portman teams through this transaction and we look forward to working with them over the coming years”.

If Only CEO, Andy Freeth said: “I’d like to thank Martin and his team for their support through the sales process. Their input and guidance through the regulatory aspects have been vital to concluding the deal”.

 

Why investors love the “Experiences” sector

I have been in Mexico City for less than 24 hours and I find myself at a wrestling match. 

Just yesterday morning I was sat at my desk in London. Now I am half a world away, in a dimly lit hall, surrounded by chaos and very shouty Mexicans watching two large, Luchadors pretending to beat the hell out of each other.

It is the kind of immersive, transformative experience that only travel can deliver and though my holiday has only just started, I can already barely recognise myself.

I mean this both figuratively but also literally, as I am wearing a Mexican wrestling mask.

This is the first of several “experiences” I have booked during my trip but Im already hooked. Not only have I spent the afternoon chatting with a group of very friendly people from all over the world, I have learned about the rich history and traditions of this crazy sport. I have also designed and made the mask I am wearing. A fact I am proud of, even if its a bit more “gimpish” than I was aiming for.  

Whilst I may be new to the Tours and Activities idea, it is certainly not a new concept. It’s easy to see why it has attracted so much attention of late, and is widely considered to be the fastest growing part of the travel industry. Many travel agents are finding it ever harder to compete in a world where commoditised hotel and transport products are driving down overall commission rates and driving up customer acquisition costs. The Tours and Activities sector represent a valuable opportunity for agents to differentiate, and customers are willing to pay for a unique experience.

There has also been a flurry of investment activity in recent years. Trip Advisor acquired Viator back in 2014. Airbnb launched its own platform back in 2016. Berlin based Get Your Guide and Hong Kong’s Klook raised huge amounts of Private Equity funding in 2017, while TUI Group acquired Milan’s Musement in 2018. Yet despite this, the sector remains highly fragmented. Globally, Tours and Activities is said to represent £150bn of annual spend but the the vast majority of sales are still generated off-line, and booked with local independent operators, in destination.

Given these conditions, we can expect to see a lot more activity in the coming years, as traditional operators, investors and platforms seek to use their strength and agility to assert their dominance.  

Back in Mexico City, it’s a similar story in the wrestling ring.

Written by Martin Alcock for  TTG Magazine’s 29 April edition.

The return of Bolt-on (acquisitions)

If you were trying to sell a travel business twenty years ago, you only needed to make 2 phone calls. Corporate giants Thomas Cook and TUI Travel may have been the only buyers in town, but they were both incurable shop-a-holics. It was just a question of who to call first.

For better or worse, Thomas Cook and TUI’s acquisition splurge came to an abrupt halt around 2008. A ferocious global financial crisis hit like a tornado, and corporations across all sectors battened down the hatches and turned inwards looking for a Safe Place From the Storm.

When the dust settled, Thomas Cook and TUI became business sellers instead of buyers. Newly installed management teams reclassified their predecessor’s acquisitions as non-core indulgences, and offloaded them in an effort to repair their battered balance sheets.

In recent years, its been Private Equity funds that Cant Get Close Enough to travel. A torrent of Private Equity money has flowed into the sector, something we have covered in more detail here.

But if recent deal activity is anything to go by, there are definitely signs that corporate buyers are coming out of their shells and looking at acquisitions once more. Arguably the second most popular Bolt-on of all time, is making a comeback.

Broadly speaking, these Bolt-on acquisitions fall into 2 broad categories:

New Love

The first is a direct consequence of all that Private Equity investment. Private Equity funds seek growth in order to deliver a return to their investors. One way of delivering growth is through a buy and build strategy.

In almost all of the 20 or so Private Equity travel transactions we have advised, the debt financing package has included an Acquisition Facility. This is an auxiliary credit line provided by the lenders, and reserved specifically for the purpose of acquiring a portfolio of complementary businesses.

Here are just 4 recent examples:

Bridgepoint backed Cruise.co in 2016. Shortly thereafter, cruise.co entered the German cruise retail market by investing in Kreuzfahrtberater (KFB) a German cruise retailer in 2017.

After Inflexion purchase Scott Dunn in 2015, the group sought international expansion through the addition of Aardvark Safaris in the US in 2016 and Country Holidays in Singapore in 2018.

Mobeus Equity backed Ski Solutions in 2017. Shortly thereafter they added Wilderness Scotland, a domestic adventure tours business, to their portfolio of ski and cycling products.

Platinum Equity backed the corporate carve out of European Vacation Rentals (James Villa, Hoeseasons, cottages.com) from the Wyndham Corporation in 2018. Within months, the group had moved to add Mulberry Cottages, a luxury rental agent, to its stable of brands.

How Am I Supposed To Live Without You

The second category is a returning confidence of larger corporates to make strategic acquisitions again. During 2018 we’ve seen and worked on a number of examples:

On The Beach (OTB) are no strangers to growth through M&A having acquired rival Online Travel Agent, Sunshine.co.uk in early 2017. When they acquired Classic Collection, a more traditional luxury tour operator in mid 2018, eyebrows were raised and caps doffed in equal measure. It is certainly a bold move, and it gives OTB access to higher-margin product as well as a high street distribution network.

DER Touristik UK (formerly Kuoni UK) acquired Journey Latin America in 2018, to bolster its expertise in the Latin American region.

G Adventures acquired Tru Travels, a South East Asian competitor with a younger client base and an innovative distribution model. This follows their 2016 acquisition of the more traditional Travelsphere, Just You and Swan Hellenic brands enabling the group to appeal to a broad range of demographics.

 

Once In A Lifetime

The return of the Bolt-on, just like the ongoing Private Equity travel infatuation, represents a really positive signal for the travel industry. It sends a clear message to investors, lenders and the entrepreneurs of tomorrow that the sector is successful, innovative and back-able. Above all though, if you’re a travel business owner looking to exit, or secure investment, and you treat your business with Time, Love and Tenderness there are many more options open than in years gone by. It’s a seller’s market.

 

TTC advises DER Touristik UK on their acquisition of Journey Latin America

 

Award-winning travel company, Journey Latin America has been acquired for an undisclosed sum by DER Touristik UK, also the parent company of Kuoni and specialist brands Carrier, Kirker, CV Villas and Jules Verne.

Journey Latin America was founded 38 years ago by Brian Williams and Chris Parrott  and has evolved to become the market leader for tailor-made trips and escorted group tours to Central and South America.

Derek Jones, CEO, DER Touristik UK said: “We’ve got a strong track record of running specialist businesses successfully.  Our approach is very much about retaining the independence and specialist knowledge so they’re able to flourish, with the backing of a supportive yet ambitious group.”

Martin Alcock, Director of TTC said: “DER Touristik know better than most that customers increasingly demand unique experiences and deep product expertise when spending their money on leisure activities. The acquisition of Journey Latin America introduces a fantastic range of products to DER Touristik’s existing customers. We were delighted to help execute this transaction and we wish them all the best.

Matt Quinlisk, DER Touristik UK FD said: “Thanks to TTC for assisting us with the regulatory clearances on the deal. We’ve worked with Martin and the team for many years now and you can really rely on them to deliver when it counts.  Their experience of working on lots of transactions in the travel sector helped at all stages in the process from early negotiations all the way through to closing which helped us to get the deal done and in-line with required timeline.”

 

TTC supports Stewart Travel in their MBO and acquisition of Canterbury Travel

Stewart Travel has completed a management buyout (MBO) and acquired Lapland specialist Canterbury Travel.

Managing director Duncan Wilson, and senior managers Rick Green and Brian Cassidy completed the MBO of Stewart Travel from AIM-listed Minoan PLC supported by Zachary Asset Holdings.

Middlesex-based Canterbury Travel has also been acquired and will be integrated into the group under the banner of newly-created Brooklyn Travel Holdings.

The transactions are worth a combined £23 million and were backed by private equity investor Zachary Asset Holdings, with HSBC providing £12.75 million of acquisition finance and working capital facilities.

TTC provided regulatory support for the deals which are the first stage of a “buy and build play” in the specialist travel sector for Glasgow-based Stewart Travel.

Canterbury Travel, established in 1970, owns a selection of Santa-themed villas as well as hotels and offers a range of Arctic activities such as sleigh rides with huskies, snowmobile experiences, reindeer safari’s and catching sight of the Northern Lights.

Duncan Wilson, former CEO of Direct Holidays PLC, which was sold to Airtours Group where he became UK CEO before its rebrand as My Travel Group PLC, said: “We are all delighted to have concluded what was a reasonably complicated series of transactions. We warmly welcome everyone connected to Canterbury business to the Brooklyn Travel family of companies.”

 

 

Three stages of Private Equity investment in the travel sector

In recent years, the scale of Private Equity (PE) investment into the UK travel sector has been phenomenal. Tour operators and travel agencies have been changing hands at an unprecedented rate and the majority of the funds are coming from .

It is tempting to lump all PE investments together as one homogenous investment type, but in reality there are many differences between the PE funds, the deal structure and their business plans.

One way to dissect the long list of transactions is by the following 3 investment stages:

Primary buy outs –where a PE fund acquires a stake in the business from the original founders.

Corporate carve outs – where a PE fund extracts a trading division out of a larger corporation.

Secondary buy outs – where a PE fund acquires a stake in a business from another PE fund.

The info-graph below shows a selection of recent transactions in the UK travel sector by each investment stage.

 

Many businesses fall into more than one stage, having been through more than one transaction in recent years. Investing at each of these stages attracts different types and sizes of PE fund and requires very different investor skill sets. For example:

– An owner-managed business that is acquired through a leveraged buy-out is likely to need a PE investor who can help professionalise their processes. Scaling up a business while coping with bank covenants and debt repayments requires accurate budgeting and rigorous cash flow management.

– Corporate Carve-Outs often need a PE investor who can help rebuild whole business functions. For example, when Neilson was acquired by Risk Capital Partners from the Thomas Cook Group, there was no directly employed staff, no bank account, and was heavily reliant on its former owner for its flights and distribution through travel agents.

– Secondary buyouts may require a PE investor who can help with international expansion, or assist with bolt-on acquisitions as part of their growth strategy.  Neilson’s secondary acquisition by LDC is a good example of this. As are Travel Counsellors, Great Rail Journeys, Riviera Tours and Audley.

For the travel sector to continue attracting entrepreneurs with ideas and innovation, it is vital that it continues to be seen as investable, and capable of delivering profitable returns.

It’s encouraging that there are so many transactions across all 3 of these stages. However the best proof is the healthy number of Primary investors successfully selling to Secondary investors.  For those PE funds looking at travel for the first time, nothing breeds confidence like a successful exit.

TTC to host M&A Workshop at the 2018 ABTA Travel Convention

Travel businesses are selling like hotcakes at the moment.

Whilst other parts of the consumer and leisure sector are looking decidedly sickly, travel has remained resilient and has been attracting frenzied investment interest as a result.  We’ve already seen many high profile transactions complete in 2018, including Travel Counsellors, Love Holidays, Barrhead, Great Rail Journeys, Neilson Active Venture, Wyndhams and Classic Collection.

Conditions remain very favourable, with more in the pipeline and seemingly no let-up in appetite from investors.

With this backdrop, we’re delighted to announce we will be hosting a Mergers & Acquisitions Workshop at The ABTA Travel Convention in Seville on 9 October 2018.

The Workshop will focus on M&A trends in travel, and the key drivers behind the travel M&A market.

We’ll be sharing insights gained from advising on more than 20 transactions in the travel sector, including:

-why travel is attractive right now, and what investors are looking for;

-tips and advice on the process of executing a transaction;

-what can go wrong, and how to avoid the pitfalls;

-what it feels like to go through a transaction,

and much more. 

The M&A Workshop will be jointly hosted by Travel Trade Consultancy and Grant Thornton and will be moderated by Ian Taylor, of Travel Weekly.

We’ll also be hearing from Craig Burton, MD of Ski Solutions and Richard Singer, CEO of Icelolly.com

TTC present at the inaugural ABTA Mergers and Acquisitions in the Travel Industry event

TTC Director Martin Alcock will be presenting at the inaugural ABTA M&A in the Travel Industry event.

This new seminar for 2018 will explore mergers and acquisition activity within the travel industry. Attend this event to get a better understanding of the current M&A climate and the key issues that we expect to drive M&A activity this year. Hear practical advice on how to go through a sale and question the legal, financial and industry experts.

Get an understanding of the steps you need to take to prepare for a sale. Event partner RSM will guide you through when to start and what key considerations you need to think about in preparation for consolidation. You will also leave with a clear understanding of what to expect from the transaction process.

This seminar will provide you with a wealth of knowledge around your legal obligations and will inform you about the practical challenges associated with M&A. A travel industry representative who has been through a merger or acquisition with share their learnings.

Martin will present two sessions, the first focussing on the current M&A climate and travel industry trends, and the second looking at M&A regulation specifically within the travel industry

Other sessions will include:

  • What is private equity and what do investors look for?
  • Preparing for a sale and vendor due diligence
  • The legal considerations around M&A
  • Maximising the balance sheet and considerations for leverage
  • The transaction process and what to expect
  • Post deal considerations

You can find out more about the event and register here

TTC advises Travel Counsellors on their secondary buyout by Vitruvian Partners

 

2 June 2018

TTC were honoured to support Steve Byrne, Simon Shaw and the Travel Counsellors management team in their secondary buyout by Vitruvian Partners from Equistone Partners Europe.

Founded in 1994 by travel entrepreneur David Speakman, Travel Counsellors is a leading travel company delivering personal and bespoke travel services. From its global headquarters in Manchester, the company operates a franchisee model, with more than 1,800 self-employed Travel Counsellors working flexibly from home. Travel Counsellors has expanded internationally, adding operations in Ireland, the Netherlands, Belgium, South Africa, Australia and the UAE.

In October 2014, Equistone backed a management buy-out of the business led by CEO Steve Byrne. Since then, the business has continued to experience rapid growth, with annual total transaction values growing by £130m to £512m. Statutory turnover and profit have also seen strong growth over the period, growing by an average of 17 per cent and over 20 per cent per annum respectively.

In 2017, the company was awarded the Best Customer Focus Award in the UK National Business Awards, and has been named in the Sunday Times HSBC International Track six times, including in each of the last three years.

Vitruvian Partners, which has previously backed travel businesses Skyscanner, JacTravel and OAG, as well as a number of technology-enabled marketplaces including listed technology company Just Eat, will continue to invest in and build on Travel Counsellors’ success bringing its wide sector and technology experience together with the company’s differentiated business model and culture.

TTC Director Martin Alcock said “Having worked with Travel Counsellors over a number of years, including advising on the 2014 buy-out by Equistone, we were delighted to provide regulatory support on this transaction. We wish the management team well in the next chapter of their exceptional growth story.”

TTC advises Wyndham Worldwide Corporation on their sale of European rentals businesses

 

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9 May 2018

TTC supported Wyndham Worldwide Corporation (WWC) in the successful completion of its previously announced sale of its European vacation rentals business to an affiliate of Platinum Equity, LLC, a leading global private equity firm, for approximately $1.3 billion.

The industry-leading European vacation rentals business is the largest manager of holiday rentals in Europe, with more than 110,000 units in over 600 destinations across more than 25 countries. The business operates more than two dozen local brands, including cottages.com, James Villa Holidays, Landal GreenParks, Novasol and Hoseasons.

TTC Director, Martin Alcock said “This was a large and complex corporate carve out transaction requiring consent from a number of European regulatory bodies. We worked collaboratively with the teams from Kirkland & Ellis International and Latham & Watkins to ensure the transaction was structured to ensure we could deliver those regulatory approvals within the very tight completion timetable.

We wish the European management team good luck in their new relationship with Platinum Equity and we look forward to continuing to support them in future.”

TTC advises Travelopia on its buyout by KKR

Image result for KKR private equity logo png

15 June 2017

TTC advised Travelopia on the regulatory aspects of their corporate carve out from TUI AG, and acquisition by KKR.

Travelopia, headquartered in the UK, is one of the world’s leading specialist travel groups, providing customers with unique experiences, such as sailing adventures, tailor-made holidays, sports tours, school expeditions, private jet travel and polar expedition cruises. Travelopia has a large, international customer base of over 800,000 travellers each year and serves over 70 destinations globally through its 53 brands.

Will Waggott, CEO of Travelopia, said: “KKR’s experience in the sector, global reach and digital expertise make it the perfect partner for Travelopia as we continue to grow. We look forward to working closely with the KKR team to continue to develop the business and our customer offer.”

Dominic Binefa, Finance Director of Travelopia, said: “We appointed TTC to assist with the regulatory aspects of carving Travelopia out of the TUI Group. Martin and his team worked closely with the senior management team throughout the very complex transaction process, providing advice and guidance on all licensing and bonding matters. TTC’s in-depth knowledge of the ATOL, ABTA and IATA requirements and their previous travel sector transaction experience were invaluable in helping us conclude a successful sale to KKR.”

Martin Alcock, Director of TTC , said: “Travelopia comprises a fantastic selection of blue chip, specialist travel brands and we were delighted to help the team carve them out of TUI group. This was a complicated transaction process due to the size and scale of Travelopia’s operations across many territories. We enjoyed worked closely with Travelopia management, their advisors, Citigroup and KKR’s deal team including Simpson Thatcher Bartlett LLP and Deloitte.”

About Travelopia

Officially formed in October 2016, Travelopia is one of the world’s leading specialist travel groups. A pioneer in the specialist travel sector with a portfolio consisting of more than 50 independently operated brands, most of which are leaders in their sector. From sailing adventures, safaris and sports tours, to Arctic expeditions, each brand is diverse and focused on creating unforgettable experiences for customers across the world.

Travelopia brands pride themselves on offering a seamless and dedicated customer journey. From the exceptional service and in-depth knowledge of the sales teams, to best-in-class tour guides and concierges around the globe.

With a multitude of awards to their name, just some of the collection includes; Hayes and Jarvis, Sovereign, Exodus Travels, Citalia, Austravel, Gullivers Sports Travel, Flexiski, American Holidays , The Moorings, Sunsail, and Headwater.

Each of Travelopia’s companies started life as a small, independent business, before forming Specialist Group, a division of the TUI Group, the world’s largest leisure travel company. In May 2016 TUI announced the rebranding of Specialist Group to Travelopia and on 15 June 2017 KKR officially became the new owners of Travelopia.