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Case study: Water Treatment Services

Transacting a complex negotiation during COVID-19

Overview

Water Treatment Services (“WTS”) is an independent, Australian owned company providing innovative products and solutions to water quality issues in a wide variety of Industrial, Municipal, Mining and Environmental applications. The company provides a total service concept (including specialty chemical treatment programs) focusing on achieving cost effective outcomes for customers through innovation and developing tailored / customised chemical treatment products specifically suited to the operating environment.

WTS engaged Nash Advisory in March 2018 in order to assist in the negations with a large multi-national company that had made an unsolicited offer to buy the company. Until that time, the owners of WTS had not considered selling the company due to recent success it had achieved.

Upon the unsuccessful conclusion of those negotiations, the shareholders asked Nash Advisory to take the company to market. We developed a tailored market campaign whereby we only approached a selected group of buyers.

Industry

Industrial Water Treatment

Key outcomes

  • WTS was successfully sold to MAK Water in February 2021
  • Nash were able to guide the owners through a long and complex sale process with many interested parties
  • Successfully completed entire transaction during COVID where the buyer CEO and seller CEO never actually met face to face

The situation

WTS was the leading water specialist in the energy sector with major clients operating coal fired power stations. The company was focused on diversification of its customer base and had begun implementing initiatives to enter or expand their services into other sectors such as food, manufacturing and mining.

Although the company had an excellent platform to grow further, the owners were nearing retirement age and they decided that for the future success of the business and existing employees, it would be better to sell the company and ensure its heritage in the water sector.

How we got results

1

Researched the market

WTS was the clear market leader for providing specialist water treatment services to the power industry – specifically coal fired power stations. Nash undertook detailed analysis of the electricity market to assess the useful life of coalfired power stations in Australia. This analysis provided buyers with a clear view of the WTS customer profile and future revenue that would be received depending upon the timing of powers station closures.

2

Found the right buyer

Nash were able to find a trade buyer that not only wanted to grow but was also looking to expand its service and product offering in the Australian market. Given the high quality, service-based model adopted by WTS, due diligence focused heavily on the employees of WTS. The buyer was keen to promote and enhance the internal learnings and experience of the staff.    

3

Commercially sensitive information

During the due diligence process, Water Treatment Services had a long-term contract that had expired and was up for retender. Extreme care was taken to manage commercially sensitive information provided during due diligence, as the buyer was also potentially a bidder for the same tender.

4

Working Capital              

The offer included a translation of working capital to the buyer. WTS operated in a very cyclical industry where working capital fluctuated heavily over the course of a year. In addition, WTS had grown upwards of 20% per annum for the last 3 years of operations. The negotiations on working capital required significant analysis and modelling to reach a position that was satisfactory to the owners.

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Managing a transaction during COVID 19 was very challenging, particularly in relation to conducting due diligence remotely but also negotiating complex and difficult issues without the parties ever meeting face to face. Success was achieved because all parties involved were willing to work together and find ways to push through and complete the transaction.
Tom Butler
Tom Butler
Director

The people involved

Timeline of the sale

March 2019

Nash Advisory appointed by WTS to assist with negotiations with a large multi-national company.

April 2019

Nash assist WTS to agree a term sheet and due diligence begins.

June 2019

Due diligence completed however the final offer made is rejected by WTS.

September 2019

Nash Advisory launch a sale campaign and begin speaking to alternative potential buyers.

November 2019

Nash receive 5 offers for the company. MAK Water is selected as the preferred buyer.

January 2020

Term sheet signed and due diligence commenced.

March 2020

Due diligence temporarily suspended due to COVID 19.

August 2020

Due diligence recommenced with a revised timeline and exclusivity period. Final definitive agreements agreed and signed.

February 2021

Transaction completion.

Services offered

Find the right sales strategy for your business

When it comes to selling your business, Nash Advisory offers a highly detailed and extremely thorough process that produces the best possible results.


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