THB completes Cardinus takeover

An insurance broking and risk management group has expanded its operations in the health and safety market after buying a software developer.


An insurance broking and risk management group has expanded its operations in the health and safety market after buying a software developer.

An insurance broking and risk management group has expanded its operations in the health and safety market after buying a software developer.

THB Group plc, which has offices in London and the southeast, has bought Cardinus, a developer and supplier of online risk assessment and e-learning systems with a particular focus on the health and safety market.

The deal, which also complements THB’s core operations, could be worth as much as £5 million. On completion, more than £2.8 million was paid comprising some £2 million in cash with the balance in ordinary shares.

The terms of the agreement includes a further cash consideration, which is conditional on performance. This will be paid in two tranches, with the first payment due 12 months after completion with the rest the following year.

THB’s chief executive, Vic Thompson, described the deal as an important acquisition for the group that adds a new blue-chip client list to the business as well as providing ‘significant’ cross-selling opportunities.

Cardinus’ management, which includes managing director Chris Baldwin and head of sales Jon Abbott, remain with the company post-completion.

The vendors were supported throughout the transaction by stevensdrake, which was led by partner Mark O’Halloran.

The firm’s team included Emma Ladd and Matthew Grindley with Minesh Patel providing property support and employment specialist Steven Eckett.

“The short timescale made the transaction quite intense and completion was only achievable with the co-operation and commercial awareness of all the parties involved,” O’Halloran said.

The vendors were advised on the structure of the deal by Richard Spofforth, a partner at chartered accountant Spofforths.

Spofforth’s team, which also advised on the sale purchase agreement and on the tax issues, was introduced to the deal by the legal team.

“The project was completed successfully on a very short time scale of 18 days from commencement to completion,” he said. “We wish the management team and THB every success in the future.”

THB, which was established in 1968, serves clients and markets throughout the UK and overseas. The group’s operations include one of the largest Lloyd’s broking operations in the specialty market sector.

In Cardinus’ un-audited pro-forma results for 2006, the company made a pre-tax profit of more than £400,000.

Marc Barber

Marc Barber

Marc was editor of GrowthBusiness from 2006 to 2010. He specialised in writing about entrepreneurs, private equity and venture capital, mid-market M&A, small caps and high-growth businesses.

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