Recommended cash offer for Nucleus Financial Group plc

POSTED 09 February 2021

Epiris is pleased to announce that its portfolio company James Hay Partnership (“James Hay”) and Nucleus Financial Group plc (“Nucleus”) have reached an agreement on the terms of a recommended cash offer by James Hay for Nucleus. The acquisition values the entire issued ordinary share capital of Nucleus at approximately £145 million.

The offer announcement can be read in full here.

Epiris Fund II has owned James Hay, one of the leading providers of Self-Invested Personal Pensions in the UK, since 2019, when it bought the business as part of its acquisition of IFG Group plc. Nucleus is a multi-award winning investment platform which has a reputation for offering a great digital user-experience to advisers and their clients. The transaction will bring together the respective expertise of Nucleus and James Hay to create one of the UK’s leading independent adviser platforms with circa £45 billion of assets under administration on behalf of almost 160,000 investors. The acquisition is subject to approval by Nucleus shareholders and the FCA.

Alex Fortescue, Managing Partner at Epiris, said:

“We are delighted with the progress James Hay has made since we acquired it in 2019. Now that we have established it as a stand-alone business, the offer for Nucleus announced today marks a natural next stage in its journey and will help consolidate its position as one of the leading players in the UK investment platform market.”

Bill Priestley, Chief Investment Partner at Epiris, said:

“The combination of the James Hay and Nucleus businesses is a compelling opportunity to create one of the largest adviser platforms in the UK wealth management sector. We are delighted to be supporting James Hay on this acquisition, a transaction which not only is transformational for the business, but also will deliver significant benefits to both James Hay’s and Nucleus’s advisers and clients. Following the acquisition, we believe the combined group will be well positioned to take advantage of further growth opportunities as the market continues to evolve.”

The Epiris team on the Nucleus offer is Bill Priestley, Owen Wilson and Thayne Forbes.
Epiris and James Hay are advised by Fenchurch Advisory, Macfarlanes, PwC and Alpha FMC.

Ends

For Epiris LLP please contact:

Greenbrook Communications

Robert White, Matthew Goodman, Daniel Oliver

+44 (0)20 7952 2000

epiris@greenbrookpr.com

About Epiris

Epiris is a top-decile* private equity firm which invests in opportunities to transform businesses in partnership with exceptional management teams. It targets control positions in UK-headquartered businesses with an enterprise value of between £75 million and £500 million, deploying between £40 million and £150 million of equity.

Fund I

Between 2011 and 2016 Epiris invested £1 billion in buyouts and loan-to-own debt investments in respect of which it has delivered a gross IRR of 38%*. Synthetic net returns from this portfolio are in the top-decile of European private equity funds of comparable vintages.

Fund II

Epiris Fund II is an institutional private equity fund raised in 2017. Investments made by Fund II include Portals, one of the world’s leading manufacturers of “substrate” for banknotes; TI Media, one of the largest consumer magazine publishers in the UK; The Club Company, the UK’s largest country club operator; Bonhams, the global auction house; Diamorph, a supplier of advanced material solutions for demanding and safety-critical applications; James Hay, which provides pensions administration and investment platform services; Saunderson House, an independent wealth manager and financial adviser; and The Big Table, a leading UK restaurant operator . In April 2020, the Fund sold TI Media to Future Plc for £140 million, generating a return of 2.1x MOIC, a 44% IRR.

For further information, please visit www.epiris.co.uk.

Issued by Epiris which is authorised and regulated by the Financial Conduct Authority.

*As at 30 September 2020. Gross IRR does not reflect adjustments for investment management and administration costs. Comparator data supplied by Preqin. Past performance is no guarantee of future results.