Onex acquires ICS, Towerbrook reinvests

Katharine Hidalgo
17 April 2020

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Canadian investor Onex Corporation has acquired Independent Clinical Services Group (ICS), with former owner Towerbrook Capital Partners reinvesting in the company alongside its management.

Onex is investing from its $7.2bn Onex Partners V fund, which closed in November 2017.

Towerbrook appointed Bank of America Merrill Lynch (BAML) to run the process in September 2019; the sale was expected at the time to launch in January 2020 and to be based on an expected 2019 EBITDA of £65-70m. Towerbrook was planning to sell the company for at least a double-digit multiple of EBITDA, according to Unquote sister publication Mergermarket.

The company was a TowerBrook Investors IV asset. The fund closed on $3.5bn in February 2013. The firm is currently investing from its fifth-generation fund, which closed on $4.25bn in June 2018.

Previous funding
Inflexion Private Equity backed ICS's buyout in August 2008, in a deal supported by F&C Private Equity Trust. RBS provided debt facilities.

Blackstone acquired the company in June 2010 in a secondary buyout, understood to be worth more than £100m. In November 2010, Blackstone supported ICS's acquisition of Pulse Staffing from HgCapital, in a transaction worth an estimated £75m.

Towerbrook acquired ICS in 2014 from Blackstone. It was later reported than banks were putting together a package of debt amounting to some £240m to support the buyout.

In May 2019, Towerbrook secured a refinancing package. According to Unquote sister publication Debtwire, Permira provided a portable unitranche debt package for the dividend recap of ICS, at a leverage of almost 4.5x. The company generated £60m in EBITDA, which implies the debt quantum of around £270m, according to sources familiar to the situation. The deal refinanced the syndicated loan deal arranged in 2014.

Company
Founded in 1992 and based in London, ICS is a healthcare staffing provider. The company employs 1,850 people in offices in 10 countries. The company operates brands including Espirita, Frontline and Liquid Personnel. For 2018, the company reported revenues of £595.9m and an operating profit of £28.6m.

People
Onex Partners – Nigel Wright (managing director).
Independent Clinical Services Group – Mike Barnard (CEO).

Advisers
Vendor – Bank of America Merrill Lynch (corporate finance).