Stephenson Harwood advises Baker Tilly on acquisition of RSM Tenon Group

Stephenson Harwood has advised Baker Tilly, the UK’s ninth-biggest auditing and accounting advisory firm, on the acquisition of RSM Tenon Group, the UK’s seventh-largest accountancy practice, by way of a pre-pack administration. The acquisition completed on 2 September 2013.

RSM Tenon Group was listed on the standard segment of the main market of the London Stock Exchange. Baker Tilly had been contemplating an offer for RSM Tenon Group itself and a 28-day ‘put up or shut up’ notice was issued on 25 July 2013, requiring Baker Tilly to make an offer for the RSM Tenon shares by 22 August 2013 or announce that it did not intend to make an offer.

Stephenson Harwood assisted Baker Tilly in parallel preparations for a solvent offer for RSM Tenon Group and a potential acquisition through a pre-pack administration in the event an insolvency process was commenced. Investec Bank was financial adviser to Baker Tilly in relation to the potential offer.

Lloyds TSB Bank was the sole secured creditor of RSM Tenon Group and also provided debt financing to Baker Tilly for the acquisition. Separate teams at Lloyds TSB acted on the RSM Tenon debt and the Baker Tilly loan. Stephenson Harwood advised Baker Tilly in connection with both the compromise and repayment of RSM Tenon Group’s existing debt and the new loan to Baker Tilly.

The Stephenson Harwood team was led by Andrew Edge, supported by partners Susan Moore, Ben Mercer, David Lacey, Maryanna Sharrock and Libby Elliott and assisted by associates Guy Morgan, Danae Hosek-Ugolini, Mette Rolle, James Foley-Comer and Judith Davidge. Macfarlanes advised RSM Tenon and Hogan Lovells acted for Lloyds Banking Group and Deloitte.