Acquisition of Brodie and Stone
27 September 2021
CREIGHTONS plc ("Creightons" or the "Company")
Acquisition of Brodie and Stone Holdings Limited and its subsidiary, Brodie and Stone International Limited
and
Total Voting Rights
· Total consideration of £4.8 million (£3.7 million in cash and 1,000,000 ordinary shares in Creightons plc)
· Brands being acquired include T Zone, Natural World and Janina
Creightons plc (LSE: CRL), manufacturers of personal care, beauty, and fragrance products, announces that it has acquired the entire share capital of Brodie and Stone Holdings Limited ("BSH") and its subsidiary, Brodie and Stone International Limited ("BSI") (together the "Transaction").
Brodie and Stone sells products under the T Zone, Natural World and Janina brands, primarily to retailers in the UK market.
The consideration for the transaction is approximately £4.8 million comprising £3.7 million in cash and the issue of 1,000,000 ordinary shares of 1p each in the Company ("New Ordinary Shares") at the volume weighted average middle market CRL quoted price for preceding 5 Business Days of £1.146 per share ("Consideration Shares").
The Consideration Shares will be subject to a lock-in mechanism for twelve months.
Application will be made by the Company to the Financial Conduct Authority and to the London Stock Exchange for the New Ordinary Shares, which will rank pari passu with all existing ordinary shares, to be admitted to the Official List and to trading on the London Stock Exchange's main market for listed securities ("Admission"). It is expected that Admission will become effective and dealings will commence on or around 1 October 2021.
The gross assets applicable to the Transaction as derived from the most recently available accounts of BSH and BSI to 31 December 2020 were £2.2 million and the turnover was £5.8million, with profits before tax of £0.5million, as adjusted to remove the benefit of an historic intercompany loan write-off.
The Transaction represents a further important development for Creightons plc following the acquisition of Balance Active Formula from Brodie and Stone in June 2019 and the recent acquisition of Emma Hardie Limited. The Balance Active Formula brand has been very successful in driving significant growth and improved margins in the branded division with existing and new customers both in the UK and in international markets. The intention is to repeat the success of that acquisition with T Zone, Natural World and Janina. These brands are placed well in the Company's core market position and therefore, enhance the current brand portfolio by strengthening the coverage and category presence with key mainstream retailers in the UK market, in the core performing categories of both skincare and haircare. There are also significant opportunities for extending distribution, particularly in international markets. The brands provide good vehicles through which product innovation can be harnessed and delivered quickly to the consumer. Both manufacturing and management synergies will drive a higher return in the brands.
Mr Bernard Johnson Managing Director of the Company commented: 'We are pleased to announce the acquisition of Brodie and Stone which will further strengthen our position in the UK grocery market. It is further evidence of our ambition and commitment to expand our branded business as announced during our recent investor presentation.'
Total Voting Rights
On Admission, the number of shares in issue will be 67,452,243 ordinary shares of 1p each and therefore, the total number of voting rights in the Company will be 67,452,243.
The above statement of voting capital may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest, or a change to their interest, in the Company under the FCA's Disclosure Guidance and Transparency Rules.
This announcement contains inside information as stipulated under the UK version of the Market Abuse Regulation No 596/2014 which is part of English law by virtue of the European (Withdrawal) Act 2018, as amended. On publication of this announcement via a regulatory information service, this information is considered to be in the public domain.
Enquiries - Analysts and Investors:
Nicholas O'Shea, Director, Creightons Plc 01733 281000
Roland Cornish / Felicity Geidt, Beaumont Cornish Limited 0207 628 3396
Press Nigel Szembel, Anagallis Communications Limited 07802 362088
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