VIL
28/11/2014 17:03
ASSET
NOT PRICE SENSITIVE
REL: 1703 HRS Veritas Investments Limited
ASSET: VIL: Veritas completes acquisition of Better Bar Company group
NZX and media release
28 November 2014
Veritas completes acquisition of Better Bar Company group
Veritas confirms that the transaction to acquire the business and assets of
The Better Bar Company group of companies ("BBC") has been completed and
settled today (28 Nov.).
The completion follows the announcement on 7 November 2014 that Veritas
Investments Limited (NZX:VIL) had entered into a conditional agreement to
purchase the business and notification on 25 November that shareholders had
strongly supported the acquisition.
This acquisition is expected to increase the combined Veritas group's annual
revenue to $90 million per year.
This is the fourth acquisition in 18 months for Veritas and follows the
successful purchases of the Mad Butcher franchisor business in May 2013, a 50
per cent holding in Kiwi Pacific Foods in December 2013 and the Nosh Food
Market business in September 2014.
The BBC deal involves Veritas Investments Limited's subsidiary Veritas
Holdings Limited paying $23.4 million in cash, funded by bank debt, and
issuing 6,964,286 new Veritas shares to the certain BBC vendors. The BBC
vendors and their associates now hold 15.718 per cent of Veritas' total
shares. In addition, Veritas is assuming approximately $6 million of the BBC
Group's net debt. Three million dollars in cash has been held back as a
"retention amount" to deal with any purchase price adjustments and
warranties.
All BBC staff have been offered ongoing employment by Veritas. As part of the
transaction, BBC Chairman Richard Sigley has been appointed to the board of
Veritas in accordance with the shareholder approval at the annual meeting.
Veritas Chairman Mark Darrow says he is delighted to have Richard join the
board of Veritas.
"Richard Sigley brings wide hospitality industry experience to the Veritas
board having been in the industry for 20 years. He is the current CEO of the
Nourish Group and held several senior management roles at DB Breweries. He
has worked in the retail wine and spirits sector and in advertising. He's
also an elected board member of the Hospitality Association of New Zealand."
Geoff Tuttle, who has worked with the BBC group since 2002 and has been the
CEO of the BBC business, also remains in his current role and is subject to a
retention agreement.
"The BBC opportunity is a game changer for Veritas and the board believes it
will add significant scale and diversification to Veritas' current business.
It is expected to materially increase shareholder value, and we also expect
the acquisition to increase investor interest in Veritas," Mr Darrow says.
About Veritas Investments Limited
Veritas Investments is an NZX-listed investment company focusing in the Food
and Beverage sector. The shell company was formed in December 2011 and made
its first acquisition of the Mad Butcher franchisor business in May 2013
through a reverse acquisition transaction. A further investment was made in
December 2013 for 50% of Kiwi Pacific Foods Limited. In September 2014
Veritas acquired the Nosh Food Market business. On 25 November 2014 Veritas
shareholders approved the purchase of The Better Bar Company group business.
www.veritasinvestments.co.nz
About BBC
The BBC Group is a significant operator of gastro bars in New Zealand,
including the newly refurbished and reopened gastro bar "The Cav" in
Auckland. It also operates two well-established iconic Irish pubs in
Auckland's Viaduct, O'Hagans and Danny Doolans and The Doolan Brothers chain
of neighbourhood Irish bars and eating establishments in various suburbs
around Auckland and Hamilton. The BBC Group also operates two new
establishments in Hamilton, The Good Home and Honky Tonk. It has enjoyed
strong periods of growth and profitability driven by a management team with a
proven track record of developing and sustaining great, long lasting concepts
within the hospitality sector. www.thebbc.co.nz
For further comment, please contact:
Mark Darrow
Chairman, Veritas Investments
+64 21 88 88 58
End CA:00258279 For:VIL Type:ASSET Time:2014-11-28 17:03:29
