Victoria plc announces a proposed £175 million Investment, Share Buy-Back and Share Purchase
Victoria plc has recently announced a proposed Investment of up to £175 million & £43.75 million Ordinary Share Purchase by Koch Equity Development, in addition to a £29.91 million Share Buy-Back by Victoria.
The Company has signed a commitment letter with KED Victoria Investments, LLC (“KED”), an affiliate of Koch Equity Development, LLC (“Koch Equity Development”), a wholly owned subsidiary of Koch Industries, Inc. (“Koch Industries”). KED has committed to invest up to £175 million by way of convertible preferred shares to be issued by Victoria, to support the Company’s continued growth.
The events of the last few months have revealed some potentially exceptional acquisition possibilities in Europe and the UK to grow Victoria substantially and the purpose of raising the £175 million of new preferred equity capital is to enable Victoria to move quickly and decisively to capitalise on these potential opportunities.
£29.91 million Share Buy-Back by Victoria
The Board of Victoria also confirmed that, in conjunction with the proposed Preferred Equity investment by KED, the Company has now entered into a conditional agreement to purchase off-market 8,546,095 of its ordinary shares, representing 6.82% of the Company’s issued share capital of the Company, at £3.50 per share.
The Company Buy-Back will be financed from the Company’s existing cash resources and those shares will be transferred into treasury.
£43.75 million Ordinary Share purchase by KED
The Company further announces that a separate conditional agreement has been entered into between KED and Invesco for KED to purchase off-market 12,500,000 ordinary shares in the Company from Invesco, representing 9.97 % of the Company’s the issued ordinary share capital, also at a price of £3.50 per ordinary share (the “KED Purchase”).
This KED Purchase of £43.75 million in ordinary shares is in addition to the up to £175 million preferred share investment.
Spruce House Partnership LLC Ordinary Shares purchase
The Company further announces that a separate conditional agreement has been entered into between Spruce House Partnership LLC, an existing 14.8% shareholder of Victoria, and Invesco to purchase off-market 3,600,000 ordinary shares (being 2.87% of the issued share capital of the Company) from Invesco at £3.50 per share (the “Spruce House Purchase”).
The total shares proposed to be acquired pursuant to Company Buyback, the KED Purchase, and the Spruce House Purchase being 19.65% of the issued share capital of the Company, represent all of ordinary shares in the Company held by funds managed by Invesco.
Victoria Executive Chairman, Geoff Wilding, said:
“Victoria’s business model has proven resilient this year during the most difficult trading conditions in living memory. So, the time has now come to again focus on growth and the capital provided by Koch will enable us to deliver significant value creation while maintaining stable and secure debt leverage ratios. I am delighted to bring the capital, resources, and deep industrial expertise of the largest privately held company in the United States to Victoria’s next phase of growth as we execute on the exceptional organic growth and acquisition opportunity ahead.”
Singer Capital Markets is acting as Nominated Adviser and Joint Broker to Victoria plc.
About Victoria plc
Established in 1895 and listed since 1963 and on AIM since 2013, Victoria plc is an international manufacturer and distributor of innovative flooring products. The Group, which is headquartered in Kidderminster, UK, designs, manufactures and distributes a range of carpet, flooring underlay, ceramic tiles, LVT (luxury vinyl tile), artificial grass and flooring accessories.
Victoria has operations in the UK, Spain, Italy, Belgium, the Netherlands and Australia and employs approximately 3,400 people across more than 20 sites. Victoria is the UK’s largest carpet manufacturer and the second largest in Australia, as well as the largest manufacturer of underlay in both regions.
The Group’s strategy is designed to create value for its shareholders and is focused on consistently increasing earnings and cash flow per share via acquisitions and sustainable organic growth.
Market Cap: £667.1 million*
Website: Click here
*As at 28/10/2020