TIDM91WZ
RNS Number : 9848L
Wm Morrison Supermarkets Limited
18 May 2022
News Release
Release date: 18 May 2022
This announcement is not a prospectus within the meaning of
Regulation (EU) 2017/1129 (as amended, the "EU Prospectus
Regulation") or the EU Prospectus Regulation as it forms part of UK
domestic law by virtue of the European Union (Withdrawal) Act 2018
(as amended, the "UK Prospectus Regulation").
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (THE "EEA"), THIS
ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE "QUALIFIED
INVESTORS" WITHIN THE MEANING OF THE EU PROSPECTUS REGULATION IN
SUCH MEMBER STATE AND SUCH OTHER PERSONS AS THIS ANNOUNCEMENT MAY
BE ADDRESSED ON LEGAL GROUNDS, AND NO PERSON THAT IS NOT A RELEVANT
PERSON OR QUALIFIED INVESTOR MAY ACT OR RELY ON THIS ANNOUNCEMENT
OR ANY OF ITS CONTENTS. IN THE UNITED KINGDOM ("UK"), THIS
ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE "QUALIFIED
INVESTORS" WITHIN THE MEANING OF THE UK PROSPECTUS REGULATION AND
SUCH OTHER PERSONS AS THIS ANNOUNCEMENT MAY BE ADDRESSED ON LEGAL
GROUNDS, AND NO PERSON THAT IS NOT A RELEVANT PERSON OR QUALIFIED
INVESTOR MAY ACT OR RELY ON THIS ANNOUNCEMENT OR ANY OF ITS
CONTENTS.
This announcement does not constitute an invitation or
inducement to engage in investment activity within the meaning of
the UK Financial Services and Markets Act 2000 (the "FSMA"). This
document is only being distributed to and is only directed at: (i)
persons who are outside the UK; (ii) persons who are investment
professionals within the meaning of Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order"); (iii) persons falling within Article 49(2)(a) to (d) of
the Order (high net worth entities, unincorporated associations,
etc.); or (iv) persons to whom an invitation or inducement to
engage in investment activity (within the meaning of section 21 of
the FSMA) in connection with the issue or sale of any securities
may otherwise lawfully be communicated or caused to be communicated
(all such persons together being referred to as "relevant
persons"). Any investment activity to which this communication
relates will only be available to and will only be engaged with,
relevant persons. Any person in the UK who is not a relevant person
should not act or rely on this announcement or any of its
contents.
MiFIR professionals / ECPs only / No PRIIPs / UK PRIIPs KID -
Manufacturer target market (MiFID II product governance) is
eligible counterparties and professional clients only (all
distribution channels). No PRIIPs regulation key information
document (KID) has been prepared as the GBP Senior Secured Notes
(as defined herein) are not available to retail investors in the
EEA or the UK.
Sterling Bond
Wm Morrison Supermarkets Limited (the "Company") announces the
successful completion on 13 May 2022 of the offering by Market
Bidco Finco Plc (the "Senior Secured Notes Issuer"), a wholly owned
subsidiary of the Company's indirect parent, Market Holdco 3
Limited ("Parent"), of the GBP1,075,000,000 sterling-denominated
senior secured fixed rate notes due 2027 (the "GBP Senior Secured
Notes"). The GBP Senior Secured Notes will bear interest of 5 1/2
percent per annum. The GBP Senior Secured Notes, are senior secured
obligations of the Senior Secured Notes Issuer and are guaranteed
on a senior secured basis by the Parent, the Company and certain
other subsidiaries of the Parent.
The principal indirect beneficial owners of the Senior Secured
Notes Issuer are funds managed or advised by Clayton, Dubilier
& Rice, LLC ("CD&R").
The proceeds from the offering were used to repay a portion of
the loans outstanding under the senior secured bridge loan facility
drawn upon by Market Bidco Limited ("Bidco"), a wholly-owned
subsidiary of Parent, in connection with the financing of Bidco's
acquisition of the entire share capital of the Company, which
became effective on October 27, 2021.
The GBP Senior Secured Notes are expected to be listed on the
Official List of, and admitted to trading on, The International
Stock Exchange.
The GBP Senior Secured Notes have not been and will not be
registered under the Securities Act of 1933, as amended (the
"Securities Act") or any state securities laws and may not be
offered or sold in the United States or for the account or benefit
of any US person or in any way distributed in the United States
absent registration or an applicable exemption from the
registration requirements of the Securities Act and applicable
state securities laws. The Notes are being offered only to
qualified institutional buyers in the United States in accordance
with Rule 144A under the Securities Act and to non-US persons
outside the United States in reliance on Regulation S under the
Securities Act.
McColl's update
Separately, as announced on Monday 9 May 2022, Morrisons has
agreed to buy the McColl's business out of administration. The main
elements of the agreement were:
-- Morrisons has acquired all of McColl's 1,160 stores which
include 270 Morrisons Daily format stores
-- All McColl's colleagues have been transferred with the McColl's business to Morrisons
-- McColl's two pension schemes will be taken on by the
Morrisons Group. An actuarial review of the two schemes in March
2021 concluded that the combined funding surplus was GBP3m [i]
-- The secured lenders and preferential creditors will be paid
in full with a distribution also expected to certain unsecured
creditors. The value of McColl's secured debt was approximately
GBP162 million. The non contingent cash consideration paid by
Morrisons to the administrators was GBP182m
-- Morrisons Supply Agreement to McColl's stores will continue without interruption
-- McColl's stores will continue to trade
As McColl's announced in its trading statement on 25 April 2022,
Morrisons Daily stores continue to perform strongly, delivering
like-for-like (LFL) sales growth that is at least 20% better than
non-converted, comparable stores, and ahead of the total
convenience market. We have previously stated we see an opportunity
to convert at least 450 stores to the Morrisons Daily format.
Quarterly trading
For the latest Morrisons quarter, comprising 13 weeks to 1 May
2022, total group sales ex-fuel were GBP3,555m, lower than in the
13 weeks to 2 May 2021.
We expect Adjusted EBITDA [ii] for this 13 week period to be
higher than the equivalent period last year. In the period the cafe
business has traded against the period it was closed and fuel
volumes have continued to increase. The impact of supply chain
disruption and direct covid costs in the quarter are de-minimis. By
comparison in the 13 weeks to 2 May 2021 direct COVID-19 costs were
GBP27m.
Higher fuel sales for the quarter has resulted in the working
capital headwind reported in our Interim Results in September 2021
being substantially reversed.
Debt Investor Enquiries:
Richard Nichols, Finance Director - Tax and Treasury, 07964 109
866
Rebecca Jones, Head of Finance - Investor Relations, 07581 151
837
Important Notice
Forward-looking statements
Certain statements in this announcement are forward-looking.
Where the announcement includes forward-looking statements, these
are made by the Directors in good faith based on the information
available to them at the time of their approval of this report.
Such statements are based on current expectations and are subject
to a number of risks and uncertainties, including both economic and
business risk factors that could cause actual events or results to
differ materially from any expected future events or results
referred to in these forward-looking statements. Unless otherwise
required by applicable law, regulation or accounting standards, the
Group undertakes no obligation to update any forward-looking
statements whether as a result of new information, future events or
otherwise.
Non-IFRS Measures
Certain financial data included in this announcement consists of
"non-IFRS financial measures." These non-IFRS financial measures
may not be comparable to similarly-titled measures as presented by
other companies, nor should they be considered to be alternatives
to the historical financial results or other indicators of the
Company's income or cash flow based on IFRS.
[i] Source: McColls Summary funding statements taken from
tmpensions.com
[ii] Adjusted EBITDA is defined as operating profit plus
depreciation and amortisation, less cash operating leases and
business rates relief phasing, plus exceptionals, supply chain
disruption and direct COVID-19 costs
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCSFEFDAEESELI
(END) Dow Jones Newswires
May 18, 2022 09:45 ET (13:45 GMT)
Morrison.wm 31 (LSE:91WZ)
Gráfico Histórico do Ativo
De Mai 2024 até Jun 2024
Morrison.wm 31 (LSE:91WZ)
Gráfico Histórico do Ativo
De Jun 2023 até Jun 2024
