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Fri 28th Jun 2024 - Update: Nightcap to go private, Tasty FY results, Adnams |
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Nightcap sets out plans to go private: Nightcap – owner of the Cocktail Club, the Adventure Bar Group, Dirty Martini and the Barrio Familia group of 46 bars – has set out plans to go private after deciding its current public market valuation does not reflect the “underlying potential of our business or our achievements to date and that this is unlikely to change in the short-to-medium term”. The company anticipates that the cancellation will become effective on 29 July 2024. It comes as the business warned that its adjusted Ebitda for the year to 30 June 2024 is expected to be below current market expectations. The business has announced the proposed cancellation of admission of its ordinary shares to trading on AIM, a proposed re-registration as a private limited company and the proposed adoption of new articles of association. It said: “The directors have undertaken an extensive review to evaluate the benefits and drawbacks to the company and its shareholders of retaining the admission to trading on AIM of the ordinary shares. This review has included, amongst other matters, the value that the current market capitalisation ascribes to the company, the liquidity of the ordinary shares, the ability to raise further equity through public markets at an acceptable price and the cost of maintaining a public quotation. For these reasons, the directors have concluded that the proposals are in the best interests of the company and its shareholders as a whole. The company has received irrevocable undertakings from several shareholders and the directors, representing approximately 76.9% of the company’s issued share capital, to vote in favour of the resolutions.” Gareth Edwards, chair of Nightcap, said: “We have not taken this decision lightly, however, following an extensive review and deliberation to ascertain the most effective way to maximise shareholder value in the longer term and increase the potential for the long-term success of the company, the board has unanimously concluded that it is in the best interests of the company and our shareholders to cancel our AIM admission and re-register as a private limited company. The board believes that Nightcap’s current public market valuation does not reflect the underlying potential of our business or our achievements to date and that this is unlikely to change in the short-to-medium term. Since our last institutional fundraise in May 2021, we have demonstrated several times that we can access funding from non-institutional sources at a premium to our share price at the time. We believe that we will be able to continue to execute on our strategy as a private company and therefore we believe that a cancellation of the company’s admission on AIM is in the best interests for shareholders and for the future of our business as a whole.” The company said that, as indicated in previous announcements, trading throughout 2024 has “remained challenging for the sector, in line with reports from across the hospitality sector and we expect this to continue until the end of the 2024 calendar year”. It said the main headwinds are from the continuation of the cost of living crisis, above inflation increases to business rates and other costs as well as the impact of the increase to the National Living Wage and ongoing rail strikes. The company said: “The integration of Dirty Martini has completed, however the ongoing integration of The Piano Works transaction has been more costly than initially anticipated. In relation to the 52-week period ending 30 June 2024 (FY 2024), the board currently expects to report revenues that are in line with current market expectations, with adjusted Ebitda expected to be below current market expectations, primarily driven by the headwind factors stated above, alongside the additional costs of The Piano Works integration, abortive deal costs and costs associated with the voluntary cancellation of admission of the ordinary shares to trading on AIM.”
Propel’s next Multi-Site Database to be released today with seven category segmentation including 433 operators from the quick service restaurant sector: Premium Club members are to receive the next Multi-Site Database today (Friday, 28 June) at midday. The next Propel Multi-Site Database, produced in association with Virgate, provides details of 3,161 multi-site operators and is now searchable in seven main segments. The database features 927 (29%) operators from the casual dining sector, 771 (24%) pub and bar operators, 524 (17%) cafe bakery operators, 433 (14%) quick service restaurant operators, 254 (8%) hotel operators, 198 (6%) experiential leisure operators and 54 (2%) fine dining operators. The database is updated each month and this edition includes 40 new companies. Premium Club members also receive access to five additional databases: the New Openings Database; the Turnover & Profits Blue Book; the UK Food and Beverage Franchisor Database; the UK Food and Beverage Franchisee Database and the Who's Who of UK Hospitality. All Premium Club members will be offered a 20% discount on tickets to Propel paid-for events including Social Media for Profit (18 July), the Talent and Training Conference (1 October) and Restaurant Marketer and Innovator (two days in January 2025). Operators that are Premium Club members are also able to send up to four members of staff to each of our four Multi-Club Conferences for free. Premium Club members receive their daily Propel Info newsletter 11 hours earlier than standard subscribers, at 7pm the evening before. They also receive videos of presentations at eight Propel conference events two weeks after they are held. This represents around 100 videos of industry insight over the course of the year. Premium Club members will be sent a dedicated monthly newsletter that will highlight key updates in the sector and direct subscribers to all the vital content their membership offers. Premium Club members also receive exclusive opinion columns every Friday at 5pm, which include the thoughts of Propel group editor Mark Wingett and a host of industry leaders from across the sector. A Premium Club subscription costs an annual sum of £495 plus VAT for operators and £595 plus VAT for suppliers. Companies can now have an unlimited number of people receive access to Premium Club for a year for £995 plus VAT – whether they are an operator or supplier. Email kai.kirkman@propelinfo.com today to sign up.
Tasty – Performance for the year-to-date is behind management expectations, as FY pre-tax losses widen: Wildwood operator Tasty has said that its performance for the year-to-date is behind management expectations but said that the outlook for the business post its restructuring plan was positive. It comes as the business reported revenue of £46.9m for the 53-week period ended 31 December 2023 (2022: £44.0m); an increase of 6.5% year-on-year. It posted adjusted Ebitda (post IFRS 16) of £4.4m (2022: £2.6m); an increase of £1.8m. Its pre-tax losses widened from £6.43m to £14.47m. It said that the cost of living crisis and interest rate rises continued to significantly impact FY23 revenue and inflationary pressure on labour, food and utilities continue to adversely affect profitability and that post-year end it had taken decisive action taken to stabilise and transform the business through a restructuring plan sanctioned by the High Court on 4 June 2024. Post this plans it has 37 sites trading (including seven renegotiated rent agreements), the tail of its estate has been cut significantly and 19 loss-making sites/onerous leases exited. It said it was now on a secure footing for potential future growth. The company said that performance for the year to-date is behind management expectations, due largely to the cost of living crisis and the initial impact of the restructuring plan. It said: “However, the outlook post restructuring is positive. With underlying labour issues easing, inflation tailing off and the expected positive impact of the restructuring plan, as previously announced, the group should see an uplift in profitability towards the end of the year. The rationalisation of loss-making restaurants and a reduced central overhead will enable significant Ebitda and efficiency improvements between 2024 to 2025 to counter the disruption caused by the restructuring in the first half of 2024.” Chairman Keith Lassman said: “Under the restructuring plan, one dim t, ten Wildwood, two non-trading and three sub-let sites have closed and the liabilities compromised (by way of a compromise with the group’s creditors binding secured creditors, unsecured creditors and compromising members’ rights), further site leases have been renegotiated and a £750,000 convertible loan was injected into the group. The board is confident that these corrective steps will position the group for a positive future with a profitable estate and the right cost base for future growth and expansion. As at the period end, the group comprised 53 restaurants: Six dim t and 47 Wildwood restaurants. Despite the group delivering 4.1% like for like sales growth, the continuing increased utility, food and labour costs hampered the group’s performance. Footfall continued to be affected by the work from home culture post covid, transportation strikes and bad weather occurring during important trading periods of the year, as well as the pressure on consumer spend as living costs continue to increase. Delivery and takeaway weakened during the year, without a corresponding move towards a dine-in experience. Performance for the start of 2024 was disappointing with year to date like for like sales only 0.2% positive. The board expects the group’s performance to continue to be impacted by energy costs, labour costs and increasing food costs, pressure on consumer spend as well as the negative impact on sales of events including the Euros 2024, the Olympics and the upcoming General Election. However, an uplift is expected towards the end of the year when a new government will be in place and the group will have a reached a period of stability post restructuring plan with the all the benefits of the smaller, more profitable estate the cost efficiencies will be apparent. We regret that we had to make the difficult decision to make redundancies as a result of the restructuring plan. It is especially upsetting to lose loyal and dedicated employees at every level but we believe this action will protect the long-term security of the group and the remaining employees. We wish everyone who we were unable to retain, good luck for the future and we are extremely grateful for all their hard work and support over the years. The board believes that the restructuring plan will allow the group to stabilise towards the end of the year, with a significant improvement in Ebitda performance expected over the next two years through site rationalisation and other tangible cost savings. We are hopeful that the restructuring plan will allow the group to meet new opportunities in the sector in 2025 beyond its existing operations, including exploring new concepts, attracting new audiences and considering potential partnerships.”
Investors rebel over Adnams chairman’s re-election: The chairman and senior independent director of Adnams were given a bloody nose on Thursday when investors speaking for more than a third of the brewer’s shares voted against their re-election. The Times reports that at the annual meeting Jonathan Adnams, the company’s chairman, was the subject of a 36.66% no-vote, while Steven Sharp, the senior independent director, fared even worse, with 37.1% of shareholders voting against him. The disgruntled investors were voicing their dissatisfaction with the two men for continuing to serve as directors well beyond the nine years recommended under the corporate governance code. The company’s under-performance was also a factor. One shareholder who attended the event in the Snape Maltings, near Southwold in Suffolk, told The Times: “It was a pretty hostile meeting with a lot of shareholders speaking from the floor against the management. The management presentation was pretty apologetic too, admitting they had made mistakes in a difficult market.” Another investor said: “In any normal public company a director would be so embarrassed at the level of shareholder disappointment in their performance that they would voluntarily step down with immediate effect. Both Mr Adnams and Mr Sharp say they will leave before the next AGM but the board has overseen their re-election for three years. Shameful to have got to this position!” Last week, the board revealed that Adnams and Sharp would both be stepping down at or before the 2025 annual meeting, although shareholders were still asked to reappoint them for a further three-year term at the annual meeting. One shareholder speaking before the AGM said: “It does beg the question as to why the pair couldn’t just step down now rather than going through the whole voting rigmarole then quitting in less than 12 months. They’ve been on the board way too long already.” In February the company announced it had appointed the restructuring consultants Alvarez & Marsal to look at raising additional capital from a third party or the sale of freehold assets to help pay down the company’s net debt of £15.9m. The company claimed that it had “made progress” in its review of options to fund its future growth plans, with interest secured from “multiple parties”. It said that a board committee was evaluating “indicative and non-binding” proposals to determine which route offered the best long-term value.
Business confidence slips from eight-year high: Confidence among British businesses fell from an eight-year high in June and hiring intentions slipped to the weakest in three months in the run-up to the general election next week. The Times reports a measure of sentiment in the private sector, compiled by Lloyds Banking Group, fell nine points to 41% after confidence had hit the highest level since 2016 in May. The figure remains well above the recent historic average of 28% and is consistent with sentiment levels recorded at the start of the year, Lloyds said. In a positive signal for the inflation outlook, the number of companies saying that they expected to issue pay rises above 5% dropped to the lowest since March and fewer businesses said that they expected earnings to rise by about 4 to 5% in the coming year. The pace of wage growth is one of they key factors determining how far and fast the Bank of England can reduce interest rates this year. Current pay growth is averaging 6% and will need to fall to about 3% to ensure low and stable inflation. Consumer price growth fell to 2% for the first time since 2021 last month, but the pace of inflation is expected to creep up until the end of the year. The survey also found that businesses’ pricing power had fallen to the lowest in nearly a year, with 57% saying that they expected to raise prices over the next year and 4% expecting to lower them. Hiring expectations dropped to the weakest level since March, suggesting some softening in the labour market that should result in weaker wage growth.
Debt defaults due to higher interest rates ‘could harm economy’: The Bank of England has warned that the UK economy could be damaged if higher interest rates prompt private equity-backed companies, like some of Britain’s best-known businesses, to default on their debts. The Times reports that in its latest financial stability report published on Thursday, the central bank said that the jump in borrowing costs since the tail end of 2021 had acted as “an increased drag on the performance of indebted private equity-owned companies”. Private equity-backed businesses account for about 5% of UK private sector revenues and about 10% of UK private sector employment, or over two million employees. There is a risk that companies will cut investment or employment after their private equity financiers refinance their debts on higher interest rates and pass this on to businesses they have purchased. “The widespread use of leverage within private equity firms and their portfolio companies makes them particularly exposed to tighter financing conditions”, the Bank of England said in its twice-yearly financial stability report.
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