What can we learn from ClearCourse’s deal hangover?

Disclaimer: Views expressed here are the author's own and based on public sources. The article is intended for informational purposes only. This is not financial advice. Please consult a professional for investment decisions.

Private equity is eyeing up software HoldCos big time. In a bid to win the business owners’ hearts and souls, HoldCo purists crow on about PE money being “hot potato”-like. We agree…but in a very narrow sense: eventually, PE backed platforms do require exits.

At exit, quality matters. But so does size.

There is ample evidence that scaled-up HoldCos command premium valuations - same way that scaled-up buy & builds do. And by “scaled up” we mean revenues ideally north of $200M. 

Divide this figure by typical aggregator a) deal flow ($2-5M revenue bought for 2-4X) and b) holding period (5 to 8 years), and you get a sense of the pressure these HoldCos are under. 

There are different ways to cope with this pressure. Some, like Valsoft, build up M&A capacity over time (14 acquisitions in 2021 vs. 23 in 2023). Others quite literally go on M&A binges. Inadvertently, such binges are followed by hangovers...

Today, we bring you the story of ClearCourse: a 6-year old, battle hardened British software serial acquirer with nearly 40 acquisitions under its belt.

TL;DR

A 30-second snippet of ClearCourse goes like this. Founded in 2018 by the private equity firm Aquiline as a remake of Fullsteam, a US software aggregator that perfected the trick of internalising payment streams. ClearCourse’s M&A engine quickly sprang into action, at one point averaging a deal a month.

Then, somehow organic growth dried up and it aggregator began to haemorrhage cash. In early 2023, the CEO and the CFO both left.

Lately, ClearCourse appears to be turning the corner. It is financially healthier and back on the M&A trail. 

About time: according to the public filings, until now, the ClearCourse has consumed nearly £300M ($400M) in capital. 

Read on to learn:   

• What is ClearCourse's business model?

• What kind of businesses has ClearCourse acquired, and for how much?

• Financially, how has ClearCourse performed?

• How is ClearCourse capitalised? How is the management incentivised?

What does ClearCourse do?

Clearcourse's original remit was to acquire vertical market software businesses in the UK that service the membership, business services, leisure, retail and hospitality sectors. 

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