Background

  • Millbrook is one of the leading providers of vehicle test and validation services and systems to customers across the automotive, transport, tyre, petrochemical and defense industries
  • Headquartered in Bedford, UK, Millbrook is part of Spectris plc, listed on the London Stock Exchange
  • Founded in 1945 and headquartered in France, UTAC CERAM (UTAC) specialises in providing vehicle testing, validation, homologation and regulation services. UTAC has forged a unique position in Europe through its ISO 17025 accredited test labs and operates the only official Euro NCAP test centre in France
  • UTAC is a portfolio company of Eurazeo PME (Eurazeo), a global investment company with a diversified portfolio of €18.5 billion in assets under management

Process

  • DC Advisory (DC), led by Michael Mariaz, was engaged by Eurazeo and UTAC to provide full-scope buy-side M&A advice to support the acquisition of Millbrook
  • In a complex process managed over two periods of UK national lockdown, DC helped navigate the intricacies involved with a cross-border, corporate carve-out transaction
  • DC provided valuation and strategic advice, assistance with commercial negotiations, as well as sector intelligence and process management expertise

Outcome

  • On 10 December 2020, Spectris announced the divestment of Millbrook to UTAC for a headline value of £133 million
  • The transaction is expected to be completed in the first quarter of 2021, subject to regulatory clearances
  • The new group — headed by UTAC’s current president Laurent Benoit — will leverage its internal resources, international network and the support of its shareholders to pursue strategic innovation and consolidate its global markets
  • The combined group will draw on significant technological assets and technical expertise to meet the rapidly changing environment facing the automotive industry
  • This strong new alliance will generate multiple synergies, creating a leader in complementary markets, combining high quality customer portfolios, developing an extended range of services and leveraging its deep technological resources, human expertise and broad geographical coverage
  • The transaction highlights DC’s extensive experience in the testing, inspection and compliance sector and navigating the exciting and rapidly evolving next generation of automotive megatrends

“Millbrook is a fantastic company with a rich heritage and Eurazeo is excited to invest alongside UTAC, forming a global leader in vehicle testing, validation and homologation solutions. DC Advisory has provided exemplary advice throughout, supporting us with strategic decisions, commercial negotiations and process coordination. DC’s invaluable access to key decision makers and ability to navigate a difficult corporate carve-out proved to be pivotal in achieving this positive outcome.”

Pierre Meignen
Managing Director of Eurazeo PME

“We are very pleased to have advised Eurazeo and UTAC to create a global market leader and I am confident the combined group will go from strength-to-strength through strong synergies and shared expertise. The combined group will be uniquely placed to help its customers navigate the next generation of automotive megatrends in vehicle electrification and autonomy. The transaction further highlights DC Advisory’s expertise in the automotive and TIC markets, as well as our ability to execute complex corporate carve-outs under challenging macroeconomic circumstances.”

Michael Mariaz
Managing Director at DC Advisory