Equity Strategies advises Benchmark Holdings plc on the acquisition of two key players in the tilapia breeding and genetics sector.
Benchmark Holdings plc (“Benchmark” or “the Company”), an international animal health, breeding and genetics, sustainability science and technical publishing business has acquired two key players in the tilapia breeding and genetics sector.
Benchmark has acquired the entire issued share capital of Norwegian aquaculture genetics and research business Akvaforsk Genetics Center AS ("AFGC") and 80% of the issued share capital of Akvaforsk Genetics Center Inc. ("Spring Genetics"), a US based tilapia genetics and breeding business for a combined initial consideration of NOK 140m (c. £11.0m).
The remaining 20% of the issued share capital of Spring Genetics is subject to a put/call option automatically exercisable in 2022. The value of the shares will be determined by an earn-out formula linked to the sales performance of the Spring Genetics business during 2016 to 2021. The maximum consideration is NOK 60m (c. £4.6m).
AFGC and Spring Genetics will augment the Company’s existing salmon genetics and breeding businesses, SalmoBreed and Stofnfiskur, adding expertise across a wider number of major farmed species, including tilapia, sea bream and sea bass.
Malcolm Pye, Chief Executive of Benchmark Holdings Plc said: "These deals are an opportunity for Benchmark to further advance its position in the aquaculture genetics and breeding sector. The acquisitions bolster our recognised status in the salmon genetics space, and moves Benchmark into the rapidly growing tilapia market."
Leon Boros, Managing Director, Equity Strategies commented “This is the fifth acquisition we have completed with Benchmark over the last nine months and the second time we have helped close two acquisitions at the same time in different jurisdictions. Our focussed approach to M&A ensures we gain a deep understanding of our client’s needs, the players in the market and the target business. This reduces execution risk and ensures transactions complete on a timely basis.”
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Benchmark Holdings plc
Founded in 2000, Benchmark represents a new model in sustainable business development. Over the last decade it has built a profitable group of companies on the economics of a sustainable food chain.
Benchmark is an ethical company with an explicit policy based on the "3E's" definition of a sustainable business - ethics, environment and economics - which guides its strategy andoperations. The Company listed on AIM in December 2013 and has a diverse range of investors including Woodfood Investment Management, Invesco, Slater Investments, Landsdowne Partners, Hargreave Hale, Polar Capital, Miton Group and high net worth individuals.
The existing Group has four divisions: Animal Health which research, manufactures and markets medicines and vaccines particularly for aquaculture; Sustainable Science which research and informs sustainable development in the food industry; Technical Publishing which effects technology transfer through online publishing and education and Breeding and Genetics which plays a primary role in the development of animal production, efficiency, health, welfare and sustainability in the global livestock and aquaculture industries. Benchmark operates internationally with offices in the UK, Ireland, Norway, Iceland, USA, Brazil, China, Russia and Thailand and, as at August, employed 280 people.
AFGC is a leading
provider of genetic consulting services to the worldwide aquaculture industry. Under long term contracts (typically five years in duration) it designs, implements and manages the technical operations of selective breeding programmes. AFGC provides services to many of the world's major players in aquaculture, based on its long-standing track record and the competence of its highly skilled and dedicated technical team. In addition to consulting fees, AFGC can also earn turnover based royalty payments.
Benchmark already had an existing relationship with AFGC for the provision of genetic and genomic R&D work and other consultancy services to SalmoBreed, and pays an increasing royalty based on the value of egg sales by SalmoBreed above a certain volume threshold.
AFGC became a recognised research institute in 2014, securing two salmon research licences. Utilising its existing expertise, these licenses allow the company to benefit from the ultimate harvesting and sale of the salmon produced under research contracts. AFGC will be entitled to a share of the profits generated by its production partners without the need for capital investment, with scope to expand these activities over time. The first harvest of salmon is expected during Benchmark's H1 FY 2016.
In the financial year ended December 31st, 2014, AFGC generated an operating profit before tax of NOK 1.58m (£136k) on revenues of NOK 11.86m (£1.02m) and had net assets of NOK 1.98m (£170k).
income and the profits from the two salmon research licences are expected to have a significant impact on AFGC's revenues and operating profits from FY 2016. In the year ending September 30th, 2016 AFGC's revenues are expected to exceed NOK 26m (£2.05m) and operating profits NOK 13m (£1.03m).
Spring Genetics is an aquatic breeding company producing tilapia broodstock, larvae and fingerlings through selective breeding programmes. Its tilapia strain is marketed under the brand Spring Tilapia® and is based on the progeny of genetic material originally developed in the Genetic Improvement of Farmed Tilapia (GIFT) project in the 1980s and 90s in Asia and further enhanced by Nicanor in Nicaragua.
Spring Genetics is based in Miami, USA, where it holds the Spring Tilapia® breeding nucleus. It uses genetic selection tools developed by AFGC to achieve superior growth and quality with each new generation.
Spring Genetics supplies hatcheries in the fast growing Americas market and the emerging European and African markets, with scientifically selected genetic material in the form of tilapia larvae or tilapia fingerlings which are sold on to grow-out farmers. Additionally, Spring Genetics sells broodstock directly to hatcheries for multiplication, periodically resupplying the latest genetically improved material. The current breeding nucleus is generally considered to be one of the best in the world.
Spring Genetics has a 51% interest in a joint venture company called Genetilapia which operates tilapia hatcheries from three locations in Mexico. The JV partner is Maricultura del Pacifico, a Mexican shrimp genetics business. Genetilapia uses Spring Tilapia® material under licence and pays a turnover based royalty. Spring Genetics also has a Brazilian subsidiary, which has recently entered into a partnership with a hatchery in Northern Brazil and plans to partner in Southern Brazil with Benchmark's FAI sustainable farming research unit in Sao Paulo state, where a new state-of-the-art hatchery is being constructed.
Spring Genetics has invested c. $8.1m (c.£5.2m) primarily on the construction of an efficient breeding line and bio-secure breeding production facilities, as well as on the establishment of commercial partnerships in the key strategic markets of Mexico and Brazil2. This investment phase has largely been completed, the benefits of which should be seen in the coming years. In the financial year ended December 31st 2014, Spring Genetics and its subsidiaries incurred an operating loss of $1.26m (£810k) on revenues of $939k (£602k).
Equity Strategies Limited
Equity Strategies is a deal origination and advisory corporate finance firm with a particular focus on the animal health, education and training sectors. Equity Strategies acts for a number of PLCs and private equity firms seeking acquisition opportunities in the UK and overseas. The firm also advises business owners on trade sales, raising private equity or preparing for an IPO.
The Company’s principals have managed corporate transactions in the mid-market arena with an aggregate value in excess of £500m in the animal health, education, training, outsourcing, IT, recruitment and transport sectors in deals ranging in value from £2m to £100m.
Equity Strategies is an Appointed Representative of Sapia Partners LLP which is authorised and regulated by the Financial Conduct Authority (FCA).
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