TMS Europe complete transition to an Employee Ownership Trust

Peter Wilmer and Jack Ware, members of the Hawsons Corporate Finance team, acted as lead advisors for TMS Europe Limited’s (“TMS”) transition into employee ownership. Ryan Fitzpatrick from Shakespeare Martineau LLP provided legal advice on the transaction.

TMS Europe Ltd provide calibration services both on and off-site. Their laboratory is ISO17025 UKAS accredited for Temperature, Infrared, Humidity, Dew Point, Electrical, Pressure and Time.  The company was founded in 1991 and are located in the heart of the peak district in Hope Valley.

When considering their exit strategy, the selling shareholders decided that their preferred option was to sell the majority of their shares to an Employee Ownership Trust. Following this, representatives from TMS reached out to the Hawsons Corporate Finance team and engaged us as lead advisers on the transaction.

Kathryn Price, Finance Director at TMS, commented ‘We are delighted that TMS has completed the transition into an Employee Ownership Trust. We are excited to move forward in this new ownership structure and to give our employees the opportunity to take more ownership and responsibility for the future of TMS’.

‘The Corporate Finance team at Hawsons provided an excellent service and were always available to provide their guidance through the entire transition process.’

Hawsons Corporate Finance role during the transaction was to project manage the entire process, which included the following:

Independent Valuation – We prepared an independent valuation of the company determining the fair market value of the company.

Deal Structuring – We assisted in structuring the deal, including the use of financial forecasts to determine a suitable repayment period for any deferred consideration.

Tax Clearance – We obtained advance tax clearance from HMRC to gain comfort on specific tax areas of the transaction.

Legal Process – Working in tandem with the chosen lawyers (Ryan Fitzpatrick from Shakespeare Martineau LLP) to provide a seamless service, we assisted in reviewing the legal documentation, ensuring the tax position was not compromised.