Portmeirion Group PLC Acquisition of Namb LC (4501F)
15 Julio 2019 - 1:00AM
UK Regulatory
TIDMPMP
RNS Number : 4501F
Portmeirion Group PLC
15 July 2019
15 July 2019
Portmeirion Group PLC
("Portmeirion" or the "Company")
Acquisition of Nambé LLC
Portmeirion Group PLC (AIM: PMP), the manufacturer and worldwide
distributor of high-quality homewares under the Portmeirion, Spode,
Royal Worcester, Pimpernel and Wax Lyrical brands, is pleased to
announce the acquisition of Nambé LLC ("Nambé"), a US based premium
homewares business.
Highlights
-- The Company has agreed to purchase Nambé, for a cash consideration of $12m.
-- Nambé is a premium, branded US homewares business with
reported sales of $18.0m and adjusted EBITDA of $1.1m in 2018.
-- The acquisition provides additional scale in the key US
market and the Board expects to achieve both sales and cost
synergies.
-- The acquisition is expected to be earnings enhancing in the first full year of ownership.
Information on Nambé
Nambé designs, sources, markets, and retails Nambé branded
products in homewares. Nambé was founded in 1951 and its range now
includes cutlery, glassware, dinnerware, kitchenware and home
décor. Nambé's sales are largely concentrated in the US through
wholesale channels, online and through eight retail stores across
New Mexico and Arizona.
Strategic Rationale for the Acquisition
The acquisition provides the Company with additional scale in
its key US market and strategically complements its existing US
subsidiary while continuing to diversify the company into new
homeware product categories. Portmeirion intends to leverage the
Nambé product ranges through its existing US sales channels and
global sales infrastructure. The Company also expects to benefit
from the expertise of Nambé's contemporary design consultants
across the Portmeirion brands and ranges. Further cost saving and
production synergies are also expected. The acquisition is expected
to be earnings enhancing in the first full financial year. The
Company is also delighted that Nambé's key management team will
continue in their roles and believe they will further strengthen
our existing US based team.
Summary Financials
In the year to 31 December 2018, Nambé recorded sales of $18.0m,
adjusted EBITDA of $1.1m, a reported loss before tax of $0.4m with
a normalised adjusted profit before tax of $0.6m. As at 31 December
2018, Nambé reported total assets of $12.9m and net liabilities of
$3.8m. The estimated net assets of the business at the date of
acquisition, on a debt free, cash free basis, are $9.6m. The
acquisition constitutes a substantial transaction pursuant to the
AIM Rules for Companies.
Bank Facilities
The Company has agreed to purchase 100 per cent of the issued
and outstanding membership interests of Nambé for a consideration
of $12m on a cash free, debt free basis. The acquisition will be
financed entirely through a new debt facility of GBP10m with Lloyds
Banking Group repayable over a five-year period. Additionally, the
Company has agreed terms to extend its existing overdraft by
GBP3m.
Lawrence Bryan, Chief Executive, said:
"Having been working with Nambé for nearly a year on potential
synergistic opportunities, we are delighted to acquire this
historic US brand together with a strong management team. Nambé is
synonymous with market leading design in homewares and we are
hugely excited to take the brand on the next part of its journey.
Portmeirion has a great track record of adding value through
acquiring quality brands that can then be leveraged through our
global sales infrastructure. We are looking forward to working with
the Nambé team on growing the business."
Dick Steele, Non-Executive Chairman, said:
"We are excited to have acquired Nambé, the acquisition is
highly complementary to our existing business and provides further
access to the key US market. We see the acquisition as an exciting
milestone for Portmeirion. The Board expects the acquisition to be
earnings enhancing in the first full year of consolidation through
top line growth along with sales and cost saving synergies."
The company will announce its interim results for the first half
of 2019 on 1 August.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014 (MAR).
ENQUIRIES:
Portmeirion Group PLC:
Dick Steele +44 (0) 1782 744 steele_clan@msn.com
721
Non-executive Chairman
Mike Raybould +44 (0) 1782 744 mraybould@portmeiriongroup.com
721
Group Finance Director
Hudson Sandler:
Dan de Belder +44 (0) 207 796 ddebelder@hudsonsandler.com
4133
Nick Moore nmoore@hudsonsandler.com
Oenone Potter opotter@hudsonsandler.com
Panmure Gordon
(Nominated Adviser and +44 (0) 207 886
Broker): 2500
Freddy Crossley / Joanna Corporate Finance
Langley
James Stearns Corporate Broking
Cantor Fitzgerald Europe
+44 (0) 207 894
(Joint Broker): 7000
Phil Davies / Rick Thompson Corporate Finance
Caspar Shand Kydd Sales
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END
ACQUUVARKRABAUR
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July 15, 2019 02:00 ET (06:00 GMT)
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