Investment in Toolstation Ltd

Travis Perkins PLC 07 April 2008 7 April 2008 TRAVIS PERKINS PLC Travis Perkins PLC invests in Toolstation Limited Acquires 30% with right to purchase remaining 70% after four years Travis Perkins PLC ('Travis Perkins'), the leading builders' merchant and home improvement retailer, announces today a further development of its multi-channel strategy through an investment in Toolstation Limited ('Toolstation'), a rapidly growing direct retailer of tools and building materials. Structure Travis Perkins has acquired 30% of Toolstation's equity from its founding shareholders for £5 million and will provide an initial loan of £7 million to allow Toolstation to repay its outstanding early stage loan capital. Travis Perkins will then provide an additional loan facility to support the growth of Toolstation's business. This facility is expected to be drawn, up to a maximum of £30 million, by Toolstation over the next four years. Drawings under this facility are subject to performance conditions related to progress against Toolstation's business plan and all loans will be provided under normal commercial terms. Geoff Cooper, Travis Perkins' Chief Executive will join the board of Toolstation. Travis Perkins has the right to purchase the remaining 70% of Toolstation's equity through an earn-out formula. This gives Travis Perkins the right to acquire the outstanding equity of Toolstation after four years on a multiple of profits with payments in 2012 and 2014. The present owners of Toolstation have the right to require Travis Perkins to acquire the outstanding 70% of its equity at these dates provided that profits are above a minimum threshold. It is expected that over the next six years cash generated from trading will repay all drawings under the £30 million loan facility and will create a positive cash balance by the end of this period. This balance will be retained within Toolstation Limited. Toolstation's turnover in the last 12 months was £21.4 million, with EBITDA being breakeven for the same period. Toolstation has gross assets of £12.0 million and, for the year ended 31 July 2007, recorded a loss before taxation of £0.3 million. About Toolstation Toolstation was created by Mark Goddard-Watts, a founder of Screwfix, the largest direct selling operator in this market. Mark and a number of former executives of Screwfix left that business after its acquisition by a chain retailer, and Toolstation was subsequently launched in 2003. Toolstation sells a wide range of tools, fixings, hardware, electrical and plumbing and heating materials to retail and trade customers throughout the United Kingdom and through a franchised operation in the Netherlands. All products are included in its catalogue and are in stock and available online (www.toolstation.com), via its UK-based telephone call centre and through all of its trade counters at very high levels of product availability. Customer orders placed online and by telephone before 5.00pm are dispatched for delivery next business day. Toolstation's facilities comprise a main distribution warehouse with trade counter in Bridgwater, Somerset and ten more trade counters located across the UK. Toolstation plans to continue its successful strategy of branch network expansion, with the aim of operating from at least 80 trade counters within the next five years. Toolstation currently employs 244 people. Opportunity Travis Perkins will use its buying scale, global sourcing capabilities, supply chain facilities and property expertise with the aim of accelerating Toolstation's rate of growth. Through this investment Travis Perkins has also acquired the right to use Toolstation's ecommerce, warehousing and fulfilment software for direct selling of Travis Perkins' existing merchanting and retailing brands. Travis Perkins has entered into a software and support contract with Owtanet, a technology services company related to Toolstation, to assist with implementation of these technologies. Geoff Cooper, Chief Executive of Travis Perkins said; 'This investment represents a significant advance in the development of our multi-channel strategy. Our customers increasingly expect products from us through a variety of distribution channels, delivered to them or collected by them via a time, place and mechanism that suits their needs. The experienced Toolstation team have already developed one successful business in this market and we are delighted to be working with them with the aim of creating the market leader using their skills and our scale and resources.' Mark Goddard-Watts, founder and Chief Executive of Toolstation said; 'We had planned to find a strategic partner at this stage of our development to support and continue our growth and we believe that Travis Perkins' culture and ambition perfectly suits our plans. With Travis Perkins' support, we look forward to continuing to deliver great value products to an increasing number of customers across the UK'. Andrew Hodgson, partner at KPMG and advisor to Toolstation said; 'Toolstation's management has created a scalable platform for growth which is outstanding. It was clear from the first contact between Travis Perkins and Toolstation that this deal and its structure makes perfect sense for both sides.' Enquiries: Geoff Cooper, Chief Executive Travis Perkins PLC +44 (0)1604 683 222 Neil Carroll, Marketing Director Toolstation Ltd +44 (0)1278 411 267 David Bick/Mark Longson Square1 Consulting Limited +44 (0)20 7929 5599 This information is provided by RNS The company news service from the London Stock Exchange
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