Sports Direct International plc acquires Irish company Warrnambool
Sports Direct International plc, the UK's leading sports retailer, announces that it has entered into: a sale and purchase agreement with Sandra Minor to purchase shares in Warrnambool which, following completion of that purchase will result in Sports Direct owning just over 50% of Warrnambool; and a conditional put and call option agreement (the Option Agreement) with Mark Heaton, Hugh Heaton, John O'Neill, Warrnambool and Katipo Limited in relation to the remaining shares in Warrnambool which are not already owned by Sports Direct (Sports Direct currently holds 50% of the issued share capital of Warrnambool).
Warrnambool is the holding company of Heatons, a retail business which specialises in retailing men's, women's and children's clothing together with homewares, with 44 stores in the Republic of Ireland and ten stores in Northern Ireland. 27 of the 44 stores in the Republic of Ireland incorporate a dedicated "SportsWorld" section within the store and each of the ten stores in Northern Ireland either incorporates a "Sports Direct" branded section or is located immediately adjacent to a "Sports Direct" outlet which forms part of the premises. In addition, Warrnambool owns and operates a further five standalone "Sports Direct" branded stores in Northern Ireland.
The total cash consideration payable under the Purchase Agreement and the conditional Option Agreement is €47.5m, which will be funded from the Group's operating cashflow and existing bank facilities. The Purchase Agreement and the conditional Option Agreement are both conditional upon merger clearance from the Irish Competition and Consumer Protection Commission being obtained. If such merger clearance is obtained, completion of the purchase of shares from Sandra Minor under the Purchase Agreement will take place shortly thereafter. The options are exercisable at various times during a period commencing after such merger clearance has been obtained and ending on 2 July 2017.
For the year ended 30 April 2015, Warrnambool had consolidated revenue of €219.3 million, gross assets of €158.0 million, EBITDA of €17.2 million and profit before tax of €10.0 million.
Dave Forsey, Chief Executive Officer of Sports Direct, commented: "We look forward to accelerating investment into the existing store portfolio and strengthening the Heatons and Sports Direct brands across Ireland".