Headquartered in Essex, EOL was founded by Jan Geoghegan in 1996 and has since grown into a highly accredited provider of ITAD and technology recycling services. It has built up long-standing relationships with a number of blue chip clients and government departments.
Tier 1 is a Manchester-based firm specialising in secure ITAD and refurbishment. It supports a wide range of clients in tackling e-waste issues.
Gepp Solicitors’ partner Alexandra Dean provided legal advice for EOL shareholders along with Forward Corporate Finance and TVM Accountancy.
Lawyer Monthly had the pleasure to speak with Alexandra Dean, Partner at Gepp Solicitors to give us some further insight into this transaction:
Can you share more about the role you played in advising EOL shareholders during this transaction?
My role was to lead the multi-disciplinary corporate team at Gepp and manage the transaction through to completion, including the negotiating and drafting of key documents and advising our clients throughout the process. Team involvement is essential for these deals and I was assisted by Marc Dorset (tax director), Callum Hall (associate), Josh Fresle (trainee solicitor) and Jemma Bennett and Gemma Wilkinson (paralegals).
What skills and professional experience did you draw upon as part of this process?
I have worked on numerous high-value and complex mergers and acquisitions over the years. Each one has its own driver and presents unique challenges and solutions. This experience inevitably enables you to continually develop your own skillset, which I was able to draw on when acting for the EOL shareholders. There is a need for critical thinking, understanding client goals and a desire to work fast pace, particularly in the lead up to completion. Whilst M&A is not for the faint-hearted, there is a real sense of team achievement and satisfaction for the client when the deal completes.
How did you work with other legal counsel to ensure the success of the merger?
Working collaboratively with the wider team, including the other party’s legal representative, was essential to meet our clients’ objectives in the most cost-effective and time-efficient manner. We worked closely with Sarah Moores and her team at Corporate Forward Finance and Cathy Sawyer at TVM Accountants. Both were instrumental in the parties reaching agreement on the financial elements of the deal and the speed at which completion took place.
Whilst M&A is not for the faint-hearted, there is a real sense of team achievement and satisfaction for the client when the deal completes.
Did you encounter any significant challenges while undertaking this work? If so, how did you overcome them?
Given the nature of the transaction, we had a tight deadline to meet; to achieve this, we ensured from the outset that we were organised. Each team member understood their role and responsibilities in the process and had clear objectives to meet. That way we stayed ahead of the curve. One particular challenge was the application of the new National Security and Investment Act 2021, which had only been in force since January this year. There was a need to swiftly get to grips with and analyse this piece of legislation and its application to EOL, which we could not have done without the meticulous attention to detail provided by our clients – in particular, Dan Smith.
What impact do you expect the successful conclusion of this merger will have on the ITAD and technology recycling space in the UK?
Our unprecedented demand for electronics has created a growing need for specialist ITAD and technology recycling. This merger means the creation of the largest specialist ITAD in the UK and brings together two of the pioneers of the industry, therefore offering a diverse understanding of, and solutions to, the need for a business to have an enterprise solution relating to its unwanted devices. This merger represents a joining of ‘best of breeds’ and is a major milestone in the positioning of EOL in its specialist market.
Do you expect to work on similar operations in the remainder of 2022 or beyond?
We have experienced growth in M&A instructions in the last two years despite the uncertainty that Brexit and COVID-19 have brought and still have a good pipeline of work. We expect 2022 to remain strong for these types of deals, particularly given ongoing demand for technology and data-driven assets. We expect that economic optimism might be shaken by the current rise in interest rates and inflation that might delay some deals, but overall we are excited about the next deal that we become involved with.
