Background

Spire Payments Limited, part of Spire Payments Group – the worldwide provider of electronic funds transfer at point of sale (EFTPOS) payment solutions – is one of the largest suppliers of card machines in the UK. Following several years of growth and overseas expansion, the Group’s structure and interdependence had become increasingly complex. Group revenue declined significantly after the loss of a key customer, making it clear that it was likely to run out of funds.

Action

The US private equity owner engaged FRP to find a buyer for the Group, but despite several promising discussions, concerns over its profitability and complex structure meant that a sale couldn’t be finalised. As a result of the Group’s further decline, FRP was appointed administrators of Spire Payments Limited and looked to sell the UK operations. Our Corporate Finance team approached a number of potential buyers, and the sale process attracted significant interest.

However, the intellectual property relied upon by the UK operation was owned by a Luxembourg parent company and subject to a separate sale process, so the team needed to secure a buyer who could also acquire the intellectual property (IP). Following detailed discussions with the Luxembourg curator responsible for the IP, Castles Technology – a Taiwan-based global payment solutions provider – emerged as the purchaser of the IP, positioning them as the ideal buyer for the UK operation’s business and assets.

Outcome

Following extensive negotiations and further due diligence, the business and assets of Spire Payments Limited were sold to Castles Technology. FRP’s Corporate Finance and Restructuring Advisory teams worked closely together to successfully manage the UK sale process. Given the multi-jurisdictional nature of the Group and the eventual preferred bidder, coupled with significant COVID-19 disruptions, our teams worked tirelessly to conclude a deal that ensured a platform for further growth for the business whilst safeguarding all jobs.