JD Sports Fashion Plc Related Party Announcement (0858E)
05 Julio 2021 - 1:00AM
UK Regulatory
TIDMJD.
RNS Number : 0858E
JD Sports Fashion Plc
05 July 2021
5 July 2021
JD Sports Fashion Plc
Transfer of DTLR Villa LLC to Genesis Topco Inc
JD Sports Fashion Plc ('JD' or the 'Group'), a leading retailer
of sports, fashion and outdoor brands, announces that on 2 July
2021 it completed the transfer of DTLR Villa LLC ('DTLR' or the
'Company'), which is an existing 98.6% owned subsidiary based in
the United States, to Genesis Topco Inc ('Genesis'), which is an
existing 80.0% subsidiary based in the United States and parent
company of the sub-group which contains the Finish Line Inc and the
Shoe Palace Corporation (the 'Transfer').
It was always JD's intention for DTLR to be part of the Genesis
sub-group but the requirement for speed and certainty of execution
on the original transaction meant that it was more appropriate for
the Group to initially acquire DTLR directly. This transfer to
Genesis now brings all of the Group's businesses in the United
States into one sub-group which will enhance the future operational
collaboration between them. However, as the parent to Genesis, JD
will continue to make strategic decisions regarding the Company's
future.
After customary working capital and other adjustments at
completion, the total consideration payable by JD on the original
acquisition of the Company was $504.4 million, which was funded
through a combination of existing cash within the Group and a
drawdown of debt. The consideration payable by Genesis to JD in
relation to the Transfer is the same as the total consideration
paid by JD on the original acquisition.
By virtue of the fact that JD only owns 80% of Genesis, JD will
effectively be disposing of a proportion of its investment in DTLR
to the four Mersho Brothers ('Mershos') who, with their 20%
aggregate shareholding in Genesis, are jointly a related party of
JD. Accordingly, the Transfer, once entered into, will constitute a
smaller related party transaction under Listing Rule 11.1.10. In
order to maintain their shareholding in Genesis at the current
level, the Mershos are investing into Genesis their pro rata
element of the equity consideration which is payable to JD as part
of the Transfer.
Enquiries:
JD Sports Fashion Plc Tel: 0161 767 1000
Peter Cowgill, Executive Chairman
Neil Greenhalgh, Chief Financial Officer
Jennifer Iveson, Investor Relations
MHP Communications Tel: 0203 128 8788
Andrew Jaques
Giles Robinson
Charles Hirst
Catherine Chapman
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