Victoria PLC Acquisition of Ibero Ceramica
06 Agosto 2019 - 3:01AM
RNS Non-Regulatory
TIDMVCP
Victoria PLC
06 August 2019
06 August 2019
Victoria PLC
('Victoria', the 'Company', or the 'Group')
Acquisition of
Ibero Ceramica
Further Expansion in European Ceramic Flooring
Victoria PLC, (LSE: VCP) the international designers,
manufacturers and distributors of innovative flooring, is pleased
to announce it has acquired the business and certain assets of
high-quality Spanish ceramic flooring manufacturer, Iberoalcorense,
S.L ("Ibero") (www.iberoceramica.com) (the "Acquisition").
The purchase price for the Acquisition is split into a payment
on completion (the "Completion Payment") and a contingent payment,
which is to be paid in May 2020, subject to Ibero meeting a
specific performance target (the "Contingent Consideration"). The
Completion Payment represents less than 3x LTM earnings before
interest, tax, depreciation and amortisation ("EBITDA") of Ibero
and, assuming the Contingent Consideration is paid in full, the
purchase price for the Acquisition would represent a multiple of
less than 5x EBITDA for the 12 months prior to completion.
The Acquisition will be immediately earnings accretive on
completion. The Completion Payment and Contingent Consideration
will be funded from the Company's existing resources.
Operating from a site in Castellon, (near Valencia), Ibero is
strategically close to the Group's existing Spanish ceramics
manufacturers, Keraben and Saloni. Founded in 1958, it manufactures
high quality porcelain ceramic flooring, which is sold both
domestically and internationally. It sells to a combination of
wholesalers, retail groups, and independent stores throughout
Continental Europe, North America, and the Middle East.
For the year ended 31 December 2018, Ibero generated audited
revenues of EUR30.9 million (GBP28.3 million) and adjusted EBITDA
of EUR3.1 million (GBP2.8 million).
On completion, Victoria's net debt to EBITDA ratio(1) will not
increase. As previously stated, the Board believes leverage is at a
comfortable level - especially given the Group's high level of cash
generation - and within Victoria's stated acceptable level of
debt.
Geoff Wilding, Chairman of Victoria PLC, commented:
"Ibero is a very high-quality manufacturer and is an excellent
commercial fit with our existing Spanish ceramic operations and I
am delighted that Victoria has secured this acquisition. In keeping
with our acquisition criteria, Ibero is very well invested in terms
of its manufacturing facilities and will be immediately earnings
accretive and positively cash generative on completion.
In addition, there are also some material operational synergies
with our existing Spanish businesses, which we will realise over
the next 12 months. These synergies will not incur any meaningful
exceptional costs.
We have been successful at negotiating a very attractive price
for Ibero with the initial consideration being less than 3x the
last 12 months EBITDA and, including the maximum earn-out payment,
it will still be under 5x EBITDA - before considering the benefits
of the expected synergies. These payments will be funded entirely
from Victoria's current cash balances and will not require any
further borrowings. Post-completion, nearly 75% of Victoria's
earnings will come from outside the UK - continuing our
transformation into an international flooring business.
It has been 12 months since our last acquisition, Ceramica
Saloni, which has now been fully integrated within our Keraben
operation and is contributing strongly to our performance with the
realisation of material synergies. Our strategy of achieving scale
through acquisitions and using that scale to extract operational
synergies continues to deliver value for the Group. With a strong
management team in place in Spain, we look forward to developing
the Ibero business as part of Victoria."
Exchange rate: GBP1:EUR1.09
(1) as measured in line with our bank facility covenants
- Ends -
For more information contact:
Victoria PLC
Geoff Wilding, Chairman
Philippe Hamers, Group Chief Executive
Michael Scott, Group Finance Director +44 (0) 1562 749 300
Cantor Fitzgerald Europe (Nominated Adviser and Broker)
Rick Thompson, Phil Davies,
(Corporate Finance)
Casper Shand-Kydd,
(Sales) +44 (0) 20 7894 7000
Berenberg (Joint Broker)
Ben Wright, Mark Whitmore +44 (0) 203 207 7800
(Corporate Broking)
Buchanan Communications (Financial PR)
Charles Ryland, Victoria Hayns, Madeline Seacombe +44 (0) 20 7466 5000
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END
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