Kingfisher enters into negotiations to acquire home improvement retailer Mr Bricolage, which has 81 directly owned stores, 435 franchised stores in France, 69 franchised stores in 10 countries
April 7, 2014
– Kingfisher, Europe’s leading home improvement retailer, has entered into exclusive negotiations with the principal shareholders of Mr Bricolage, the home improvement retailer, to acquire their shareholding.
Under the terms of the proposed transaction, Kingfisher would acquire 41.9% of the share capital of Mr Bricolage from ANPF (which is held by franchisees) and 26.2% from the Tabur Family at an agreed price per share of €15. Subsequently, a mandatory offer to acquire the shares held by the minority shareholders at the same price, in accordance with applicable law, would be filed. At this level and including the level of net debt as at 31 December 2013 the overall enterprise value is around €275 million. As part of the transaction, Mr Bricolage’s existing franchisee and affiliate network would be maintained and its members offered improved commercial terms. The acquisition by Kingfisher of the stakes in Mr Bricolage held by ANPF and Tabur would be conditional upon anti-trust clearance. The whole process is likely to take until the end of Kingfisher’s 2014/15 financial year.
On 2 April 2014, a non-binding memorandum of understanding was entered into, marking the start of exclusive negotiations during which the operating businesses of Mr Bricolage and of Kingfisher in France (Castorama and Brico Dépôt) will meet with their respective works councils and the improved commercial terms will be proposed to the franchisees of Mr Bricolage. Depending on the outcome, a binding agreement would be entered into.
Commenting on the proposed transaction, Sir Ian Cheshire, Kingfisher’s Group Chief Executive, said:
“This would add a third, complementary strong business alongside Kingfisher's existing two successful brands in France. The retention of Mr Bricolage’s excellent management team within the Kingfisher cadre, the addition to the Group of an established and successful international franchising operation and exposure to new territories makes this an attractive growth opportunity.”
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Kingfisher plc is Europe’s leading home improvement retail group and the third largest in the world, with 1,124 stores in nine countries in Europe and Asia. Its main retail brands are B&Q, Castorama, Brico Dépôt and Screwfix. Kingfisher also operates the Koçtaş brand, a 50% joint venture in Turkey with the Koç Group.
Mr Bricolage SA is a home improvement retailer which encompasses (as at 31 December 2013) 81 directly owned stores and 435 franchised stores in France. It also encompasses 69 franchised stores in 10 other countries and a network of independent affiliated stores in France that benefit from group purchasing. The Group operates primarily under the brands of Mr Bricolage and Briconautes and the consolidated net turnover for the year to 31 December 2013 was €552.1 million and pre-tax profit was €17.2 million.
This press release is not and should not be considered to be a public tender offer for Mr Bricolage securities by Kingfisher. In accordance with French law, the documentation relating to the public tender offer will be subject to review by the Autorité des marchés financiers (AMF). The offer will only open for acceptances once it has been approved by the AMF. This press release should not be released in any country where its distribution is restricted or prohibited.