Ignite Consulting EOT Sale, Management Consultancy (2021)
How RVE advised on the management consultancy EOT sale of Ignite Consulting completed in 2021, with the corporate finance, tax, legal and trustee work delivered as one engagement.
Deal Facts
The story of the deal
Ignite Consulting Ltd helps organisations improve their products and services, advising on transformation, change management and strategy.
They completed their switch to Employee Ownership in December 2021.
We are proud to announce that with effect from 10th December 2021 Ignite Consulting became employee owned. Mark Long and Mark Smith, the founders of Ignite, transferred 70% of the issued shares to the Ignite Employee Ownership Trust, retaining a 30% stake in the continued growth and success of the business. The transfer took 2 years to plan and implement, partly because of the impact of Covid, and had considerable involvement and engagement from staff – particularly the Staff Advisory Group, led by Fiona Zealley, which was established in 2020 to ensure staff were fully onboard with our motivations. The whole process was supported by Gerry Young, Mark Butler and Elaine Marriner from our advisers RVE Corporate Finance. Mark and Mark had been thinking for some time about the best way to pass on the ownership of the business – partly to realise some of the value created in the business and partly to ensure there was a stable platform for the continued health of the organisation.
The business has a very clear Public Service mission. We are a strategy, innovation and change consultancy dedicated to transforming the face of public services. With our clients, we design, build and embed high-performing and financially viable organisations able to deliver sustainable, efficient, customer-centric services focused on the things that really matter. Together we strive to make a meaningful difference to the lives of millions of people through building vibrant local communities, enhancing quality of life and protecting the vulnerable.
Both founders are passionate about preserving the ethos and spirit of the organisation so that it can continue to deliver against a clear purpose. They were worried that a sale to a third party would lead to the inevitable dilution of the Ignite brand, the mission and the values that together attract such a wealth of talent and which binds the team so tightly together. Having built the business over a period of 20 years alongside the employee team, it made sense to pass ownership to those employees and create the platform for a bright future. The long-term implications are all positive:
- An Employee Ownership Trust is the ideal vehicle to ensure the business is managed for the benefit of current and future employees
- Our clients will continue to benefit from an organisation totally aligned to their purpose, unencumbered by wider corporate motivations
- Our staff will have the platform to grow and develop themselves and the business and to find increasingly innovative ways to support change in a rapidly evolving world
The founders will stay with the business for the foreseeable future and will participate in its continued success.
Related case studies
Case Study - common questions.
Yes. Most founders / controlling shareholders stay on as director (and often as chair or CEO) for between 1-5 years post-completion, then transition to a part-time non-executive or consultancy role. You agree your role and time commitment with the trustee board; there is no requirement to exit operationally. Many founders find the post-EOT phase the most rewarding part of their career, with a clear financial exit having been arranged and a plan for management succession in place.
EOA research consistently shows employee-owned businesses outperform privately-held peers on productivity, profitability and employee engagement. RVE founders consistently report that their businesses perform ahead of plan post-completion, with vendor loans paid down ahead of schedule. The cultural alignment and engagement boost typically delivers measurable productivity gains within the first 12 to 24 months of EO. Growth depends on the business; the EOT structure does not constrain it.
The deferred consideration due to the vendors is repayable from future company profits, typically over a 5-8 year period. So if the business genuinely struggles, the term of the loan note may need to be extended by 2-3 years. In extreme circumstances, some of the vendor loan may need to be written off (eg if the business were to become insolvent).
The vendors do therefore retain business risk relating to the ultimate payment of the sale consideration under the EOT model.
If the business outperforms the original projections however, the vendor loan can be accelerated, and some vendors have been paid out in full within 4 years.
We are happy to talk over Teams or meet to discuss your exit planning.
We can normally assess whether an EOT transaction will be viable and the likely valuation range at our first meeting.
For accountants, lawyers, and wealth managers
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