14 March 2011
ST IVES PLC - DISPOSAL OF MAGAZINE BUSINESS
The Board of St Ives plc ("St Ives" or the "Group") is pleased to announce that
it has today entered into a conditional agreement to dispose of its Magazine
business, comprising St Ives Peterborough Limited, St Ives Plymouth Limited,
St Ives Roche Limited and St Ives Web Limited, to Walstead Newco3 Limited
("Walstead Newco3"), a wholly owned subsidiary of Walstead Investments Limited
(the "Disposal"). The total consideration for the Disposal will be £20 million,
comprising £15 million in cash payable on completion and £5 million in loan
notes.
The Magazine business is the web offset printing operation of St Ives, offering
magazine printing capabilities to customers across the UK. The business is
responsible for the production of weekly, monthly and specialist magazine
titles and employs approximately 670 people at manufacturing sites in
Peterborough, Plymouth and Roche. As at 30 July 2010, the Magazine business had
gross assets of £54.8 million and in the financial year ended 30 July 2010
generated £70.5 million of revenue and a loss before tax of £5.1 million.
St Ives will retain ownership of the properties currently occupied by the
Magazine business in Peterborough, Plymouth and Roche and will lease them to
the Magazine business following the Disposal.
The loan notes are non-interest bearing and are repayable in twenty-four
monthly instalments commencing thirty days after completion, guaranteed by
Walstead Investments Limited and will be secured by second ranking fixed and
floating security over the Magazine business' assets (prior ranking is to be
granted to The Royal Bank of Scotland plc which is providing the finances to
Walstead Newco3 in connection with the transaction).
The Disposal is subject to the approval of St Ives' shareholders and a circular
outlining the terms of the Disposal, including a Notice of General Meeting,
will be sent to shareholders shortly.
The Disposal is consistent with the Group's strategy of focusing on
non-commoditised markets where, in addition to printed products, it can supply
value-added services including complex logistical, fulfilment and marketing
requirements. St Ives has continued to experience particularly tough conditions
in the Magazine business' markets in recent years, where excess capacity has
exerted significant downward price pressure, resulting in poor levels of
profitability. These markets also face structural challenges with the
increasing trend of migration of advertising and content into digital formats.
The Disposal will realise significant value for St Ives and the net proceeds
will be used to strengthen further the continuing Group's balance sheet, and to
provide additional flexibility to invest to improve the business.
Commenting on the Disposal, Miles Emley, Chairman of St Ives, said:
"I am very pleased to announce the disposal of the loss making Magazine
business. The Disposal will allow a reduction in Group borrowings and enable
the Board to focus on ensuring the continued success of St Ives."
Enquiries:
St Ives plc 020 7928 8844
Patrick Martell, Chief Executive
Matt Armitage, Group Finance Director
Rothschild 020 7280 5000
Ravi Gupta
Neil Thwaites
Smithfield 020 7360 4900
John Kiely
Will Swan
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