Harbottle & Lewis advises PlaySafe ID on pre-seed fundraising

We have advised PlaySafe ID, a digital identity platform designed to improve safety and accountability in online gaming, on its $1.12 million pre-seed fundraising led by Early Game Ventures with participation from Hartmann Capital and Overwolf.

Founded by Andrew Wailes, PlaySafe ID is currently in talks with several major gaming platforms and is aiming to announce its first partnerships later this year.

Our team was led by partner Ed Lane with support from associate Matthew Shannon.

On working with Harbottle & Lewis, founder Andrew Wailes commented: “I cannot express how happy I am with the work that Harbottle & Lewis undertook for us. The expertise and guidance in particular from Ed Lane and Matthew Shannon was critical in securing our funding in the right way, to protect both us and our investors. The team have been prompt, and provided assistance whenever we needed it. I would gladly recommend them.”

Ed Lane added: “We are delighted to have supported Andrew and his team on this initial fundraise, and we look forward to seeing PlaySafe ID go from strength to strength as it scales.

Harbottle & Lewis advises on the sale of performance-io to private equity firm Apiary Capital

We have advised the sellers of performance-io, a leading life sciences performance marketing, SEO and GEO agency, on its sale to private equity firm, Apiary Capital.

Founded to deliver cutting-edge performance marketing solutions, performance-io has established itself as a key player in the industry, working with clients to enhance their marketing strategies through data-driven insights and expertise. Headquartered in London, the business now operates globally with teams in the UK, US, India, Japan and South Africa. 

Founder and CEO Matt Lowe and his senior management team will remain with the business, focusing on driving performance-io’s further growth and development.

Our team was led by partner Ed Lane, with support from senior associate Alex Gays, and associates Elizabeth Compton and David Jones. Co-managing partner Tony Littner provided strategic support throughout, with partner David Scott advising on corporate tax matters. Partner Yvonne Gallagher and associate Harry Wade also advised on employment matters.

On working with Harbottle & Lewis, Matt Lowe commented: “I’d not worked with lawyers on a PE backed deal before, and frankly the mood music about the experience wasn’t great. However, the experience with Harbottle and Lewis was. From the first meeting with Tony and Ed, through to working with the broader team through some complex curve balls, we had a superb experience; working in a collaborative manner, learning loads and always with a calming, assured temperament. I can’t recommend H&L enough.”

Ed Lane added: “We are delighted to have supported Matt and his team on this milestone, and we look forward to seeing performance-io’s continued success in its partnership with Apiary Capital.”

Protecting business assets on divorce: article published in Tatler Address Book

An article authored by managing associate Emily Miles and senior associate Emma Williams on how to protect business assets during a divorce has been published in Tatler Address Book’s Experts’ Corner.

A divorce can pose a significant risk to the stability of even the most robust owner-managed business, especially if critical safeguarding measures have not been taken. The article explores common business scenarios that may be impacted by a divorce, including where there are joint business owners, family businesses and early-stage startups, and sets out some practical suggestions of steps that can be taken to protect business assets in these circumstances.

You can read the full article here.

Harbottle & Lewis advises Poolhouse on its $34 million financing raise to revolutionise the game of pool

Developed by long-standing Harbottle clients, Steven and Dave Jolliffe (the founders of Topgolf and Puttshack) and led by CEO Andrew O’Brien, Poolhouse is a new social entertainment venue concept reimagining pool.

The concept combines the game of pool with cutting edge technology to create a new immersive experience, offering guests of all skill levels an engaging experience through a diverse library of interactive pool games together with a world class food and beverage offering. Poolhouse’s first venue is set to open in Liverpool Street, London, early in 2026 and they are in discussions to expand to open further venues in the Middle East, North America, Southeast Asia and Europe.

Poolhouse raised $34 million in its seed funding round from a number of venture capital firms and strategic investors from across the globe. The round was led by Sharp Alpha, a U.S. leisure-focused venture capital investor, and DMG Ventures, DMGT’s consumer venture capital fund. Other investors in the round included Emerging Fund, (investors in F1 Arcade, Flight Club and Batbox), David Blitzer (owner of the Philadelphia 76ers and New Jersey Devils), Simon Sports (a co-owner of Ipswich Town F.C.) and Active Partners (an early investor in Soho House). Signature Hospitality Group, one of Australia’s largest hospitality brand operators, has also taken an equity stake and signed a franchise agreement with Poolhouse.

On working with Harbottle & Lewis, Poolhouse CEO Andrew O’Brien commented:

The Harbottle team did an outstanding job guiding us through the many inevitable complexities associated with a funding round of this size. Three things stood out for Poolhouse in particular: i) their pragmatic approach to resolving several more complex elements of the process, ii) superb communication within the team working with us – they were always in sync, and iii) great work rate, with many (very) late nights spent driving time sensitive tasks to punctual conclusions.

Corporate partner Tom Macleod and managing associate Rosie Marston led the transaction, with support from corporate associates Elizabeth Compton and Jake Jacobson, and other departments across the firm. Commercial/sports partner Bob Mitchell led the licensing aspects of the transaction with support from senior associate Mike Jones.

Commenting on the transaction, Tom Macleod said:

“We are delighted to have supported the Poolhouse team on their $34m investment round, which paths the way for the launch of their first venue for this transformative new pool concept. We advised Poolhouse from its inception, providing advice on its corporate structure, licensing arrangements, employment and incentivisation matters, as well as running the investment transaction itself. This further demonstrates the breadth of H&L’s offering to emerging companies and our ability to advise on complex, high value venture capital transactions.”

Harbottle & Lewis advises majority shareholders of MyTAG on the sale of their shares to Kinexio

We have advised the majority shareholders of MyTAG, a global software and property technology company, on the sale of their shares to Kinexio (formerly Mallcomm), backed by Synova.

MyTAG offers solutions for proof of presence, proof of compliance and enhanced security to safeguard people, property and assets. MyTAG’s products will be integrated into Kinexio’s property management platform, a leading enterprise software solution for property management.

The deal has established Kinexio as a market leader in property technology with an expanded suite of innovative software solutions.

We advised the majority shareholders on all aspects of the transaction, including negotiating the sale agreement and ancillary documentation.

Our team was led by partner Tom Macleod and associate Alex Gays, with support from associates Matthew Shannon and Kate Merry. Partner David Scott advised on corporate tax matters. We worked alongside IMAP (International Mergers and Acquisitions Partnership) and Bevan Buckland.

On working with Harbottle & Lewis, MyTAG founder Mike George said: “The Harbottle team were exceptional on this deal throughout. Tom, Alex and the rest of the team guided us through every aspect of the transaction with calm composure. Their industry experience and technical knowledge are second to none and made us feel at ease at every step.”

Commenting on the deal, Harbottle & Lewis partner Tom Macleod said: “It was a pleasure acting for Mike and co on this exit. It is great to see the years of hard work and commitment by Mike rewarded and it will be exciting to see the next step for MyTAG as part of Kinexio.” 

Harbottle & Lewis promotes Harry Bresslaw, Ed Lane and Alasdair Wilson to the partnership

Harbottle & Lewis has announced three partner promotions today in line with its commitment to continued growth in the media and creative industries and private wealth sector, and to the expansion of its corporate practice. Harry Bresslaw, Ed Lane and Alasdair Wilson will each join the partnership with effect from 1 April 2025.

Harry is an entertainment lawyer with a focus on the theatre, film and TV industries. He advises producers, creatives, investors and venues across the theatre industry on matters including commissioning, development, production, financing, national and international transfers, licensing, digital captures and other associated sector arrangements. He works with clients both in the UK and beyond, ranging from established West End and Broadway producers to new and emerging producers, on all aspects relating to the creation and exploitation of plays, musicals and other live stage projects. He also provides legal and strategic advice to major film and TV production companies and SVOD platforms, and acts for a number of high-profile individual rights-holders on the protection and exploitation of their IP rights and assets.

Ed advises founders, businesses and investors on a broad range of corporate, corporate finance and commercial matters. He has a particular expertise in the creative industries, including film and TV, video games and music, and in the broader media, entertainment and technology sectors. His practice spans mergers and acquisitions, fundraises from pre-seed to series A and beyond, startups, growth equity investments, music catalogue sales, public takeovers, joint ventures, management incentive arrangements, including EMI options, and SEIS/EIS investments. He is actively involved as a speaker and mentor for a number of different industry accelerators and trade bodies, including IndieLab, BAFTA and UKIE.

Alasdair advises individuals, families and fiduciaries based in the UK and overseas in relation to all matters of international taxation, wealth structuring, global compliance and cross-border estate planning. This includes tax and legal advice to wealth generators or custodians who are moving between countries, seeking to maintain tax efficiency across multiple jurisdictions or passing ownership or control to the next generation. Alasdair has significant experience in advising US-UK clients, individual entrepreneurs and family businesses. He also has a particular interest in clients connected to civil law jurisdictions, in particular France, Belgium and Switzerland, as well as to Latin America and the Middle East.

Senior partner Catherine Bedford commented:

“We are thrilled to be welcoming three outstanding lawyers to the partnership. Harry, Ed and Alasdair have continually demonstrated exceptional legal skills, dedication to client care and a drive to bring success to our business. Their promotions will strengthen our offering to individuals, families and companies and will enhance our expertise in key areas including the entertainment and media and private wealth sectors. We look forward to seeing them build on their accomplishments and continue their development as partners.”

For more information, please contact Alex Molyneux, Communications & Marketing Manager: ([email protected])

Harbottle & Lewis advises Smart on $95m Series E Funding

Harbottle & Lewis has advised Smart, the London-headquartered fintech transforming the global retirement savings market, on its $95m Series E funding round led by Aquiline Capital Partners LLC, a private investment firm based in New York and London.

Existing investors participating in the round included Chrysalis Investments, Fidelity International Strategic Ventures, DWS, Barclays and Natixis Investment Managers.

Funds from this investment round will bolster Smart’s global expansion plans, building on the company’s strong performance in Europe, the US, Middle East and Asia. Proceeds from the round will also help finance near-term acquisitions and accelerate Smart’s investment in and distribution of its proprietary retirement savings technology platform, Keystone. The market-leading growth and profitability of its UK-based Smart Pension business is underpinned by the scalability of the Keystone platform.

Smart has experienced a period of exceptional growth, with group revenue of £67m in 2022, a 65% increase on the previous year. In February 2023, Smart was ranked among Europe’s fastest-growing companies by the Financial Times.

Smart today already has over £5.5 billion in assets under management (AUM) on its platform and is expected to exceed £10bn by the end of June 2023 following this Series E funding. Growth has been driven by the accelerating global demand for modern, digital retirement savings technology, the success of Smart Pension in the UK and strategic M&A.

Established in 2014 by Andrew Evans and Will Wynne in the wake of the UK’s roll out of mandatory workplace pension auto enrolment, Smart owns and operates one of “the big four” UK auto enrolment master trusts, Smart Pension, serving more than one million savers and 70,000 employers.

Commenting on the deal, Tony Littner, corporate partner and head of venture said:

Having advised Smart since it was a startup and on their previous funding rounds, we were delighted and proud to have had the opportunity to support them again on their latest significant milestone. It is well-known that the environment for raising money is more challenging at the moment than it has been in recent years so for Smart to have been able to close a round of this nature at this time is a tremendous testament to the management team and their vision as well as being a welcome and positive endorsement for the state of UK fintech.”

On working with Harbottle, Eoin Corcoran, Smart CFO said:

Harbottle & Lewis have done an amazing job in supporting Smart through a number of significant and complex funding rounds from the very early stages of the company to where we are today with the latest Aquiline led round. Tony Littner and Tom Macleod are highly pragmatic, experts at what they do, and perhaps most importantly, are always willing to give their views on key commercial points.

The Harbottle team which advised Smart on the transaction was led by the firm’s head of venture, Tony Littner, and senior associate Tom Macleod, with support from associates Emily Miles, Tom Connor and Katerina Capras, and trainee Grace Tang.

Harbottle & Lewis advises Primer on £14 million Series A fundraising

Harbottle & Lewis has advised UK fintech, Primer API Limited (Primer), on a £14 million Series A fundraising led by Accel, with participation from existing shareholders Balderton Capital, Speedinvest and Seedcamp.

Accel is a leading US-based venture capital firm which has been amongst the first investors in fintech infrastructure companies such as Braintree and Galileo.

The Series A fundraising closed just over six months after Primer secured £3.8 million through its seed funding round led by Balderton Capital.

Founded by Paul Anthony and Gabriel Le Roux, Primer enables e-commerce merchants and online payments facilitators to consolidate their payments services stack, seamlessly connecting to third party services such as payment service providers (PSPs), fraud providers, chargeback services, subscription billing engines, business intelligence tools, loyalty and rewards platforms.

Primer’s unified payments integration, checkout experience and workflows functionality allows merchants to quickly add new payment methods, unify fraud mitigation efforts and build sophisticated transaction routing with no code.

Corporate partner Charlie Leveque and senior associate Tom Macleod led the Harbottle & Lewis team and were assisted by associate Chien-Wei Lui.

Co-founders Paul Anthony and Gabriel Le Roux commented:

“Charlie, Tom and the team at Harbottle have advised us every step of the way since we founded Primer. They are always extremely proactive, available and responsive and they get the deal done with commercial acumen and no fuss. This, our Series A fundraising, was no exception.”

Harbottle & Lewis advises Primer on £3.8 million fundraising

Harbottle & Lewis has advised UK fintech, Primer API Limited (Primer), on a £3.8 million fundraising led by Balderton Capital, a leading early-stage venture capital investor, with participation from Taavet Hinrikus, who co-founded TransferWise.

Founded by Paul Anthony and Gabriel Le Roux, Primer aims to help merchants consolidate their payments stack and easily support new payment methods in the future. In addition, Primer is looking to optimise cost and authorisation rates, reduce fraud, improve user experience and adapt to macro changes in the payments landscape.

Corporate partner Charlie Leveque and senior associate Tom Macleod led the Harbottle & Lewis team and were assisted by associate Chien-Wei Lui.

On working with the firm, co-founders Paul Anthony and Gabriel Le Roux commented:

“The team at Harbottle provided us with superb advice, clearly tailored to an early-stage disruptive technology company. They were highly responsive and their approach ensured a smooth process throughout.”