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28 Mar 2019

Stephenson Harwood advises Bowmark on £114 million takeover of AIM-listed Tax Systems plc


Law firm Stephenson Harwood LLP has advised independent UK private equity firm Bowmark Capital on its public-to-private takeover of AIM-listed Tax Systems plc.

Tax Systems provides corporation tax software and compliance services to businesses in the UK and Ireland. The acquisition values the entire issued share capital of Tax Systems at approximately £114 million on a fully diluted basis.

The deal comprised a recommended, all-cash offer for Tax Systems by Stripes Bidco Limited, a wholly-owned subsidiary of the Bowmark funds and was effected by a Court-sanctioned scheme of arrangement in accordance with the UK Companies Act and the Takeover Code.

Stephenson Harwood also advised on the terms of the rollover and sweet equity arrangements entered into by certain members of Tax Systems management, in respect of their continued participation in the business post-completion.

"This transaction builds on the strong track record of our private equity group and demonstrates the depth of our capabilities by bringing together our public M&A and private equity teams," said Stephenson Harwood partner Jonathan Pittal.

The transaction was led by partners Jonathan Pittal and Andrew Edge, supported by senior associate David Dowding and associates Ciara Stratford, Victoria Silver and Ed Willis. Partner John Meehan advised on tax matters. Senior associate Daniel Margolis and associate Gabriella McCoy advised on the transaction financing and senior associate Anika Chandra advised on incentives matters. Partners Paul Reeves and Purvis Ghani advised on employment matters with associate, Michele Aubertin.