Admission to AIM
Legacy Distribution Group Inc
16 March 2006
Legacy Distribution Group Inc.
Admission to trading on AIM
Legacy Distribution Inc. ('Legacy' or the 'Group'), one of Arizona's leading
candy, cigarettes, tobacco products and groceries wholesalers and distributors,
announces today that dealings in its shares have commenced on AIM under the
symbol LDG.
The principal reason Legacy has floated on AIM is to enhance its ability to pay
for acquisitions by enabling it to issue publicly traded securities and allow it
to follow a strategy of growth, whilst avoiding the costly regulatory
requirements of a US listing. The flotation will also raise Legacy's profile
and allow the Company to incentivise staff.
ADMISSION STATISTICS
Price on admission 10p
Market capitalisation on Admission £7.3 million/$13 million
Number of Ordinary Shares in issue on Admission 73,446,328
Legacy was founded in 1955 and is primarily engaged in the distribution of
tobacco, cigarettes, candy and grocery products to independent retailers. The
Group has a 50 year trading record, and is licensed and bonded for tobacco
distribution by the states of Arizona and Nevada, as well as by five Native
American Tribes.
The Group currently serves approximately 1,300 customers in over 2,200 retail
locations. Customers comprise almost all of the major grocery chains in the
state of Arizona as well as independent grocery stores, liquor stores, smoke
shops, convenience stores, petrol stations and licensed casinos operated by
Native American Tribes. It also serves businesses in the states of Nevada and
New Mexico.
Frank Patton, chief executive, commented on the float: 'Now that our shares
are quoted on AIM we can really start to drive the business forward. There are
a number of ways in which we intend to grow the business, both organically and
by acquisition, and I look forward to delivering shareholder value in the
future.'
Legacy Distribution Group Inc.
Frank Patton, chief executive 00 1 602 344 6750
Corporate Synergy
Oliver Cairns / Romil Patel 00 44 207 448 4400
Tavistock Communications
Richard Sunderland / Rachel Drysdale 00 44 207 920 3150
The business
Background
The business was founded in 1955 by the Wendelken family. For 49 years the
business was family run and focussed primarily on Native American Tribal
locations as well as retail smoke shops. Over the years it continued to expand
its customer base and geographical reach in Arizona. In August 2004 the business
was acquired by a new management and consultant team. The management team sought
and obtained financial sponsorship by an investor group that recognised the
opportunity to increase the Group's market presence and that a more
sophisticated management system and strategy would accelerate the Group's
historic financial performance. As part of the new strategic plans proposed, the
Group obtained a credit facility from a major US financial institution to pursue
substantial new contracts such as that with Albertsons.
When the business was acquired the majority of the Group's sales derived from
tobacco and cigarettes, with an immaterial portion from other items located near
the check out location in retail stores. In the second quarter of 2005, Legacy
introduced grocery items to its range of products which allowed the Group to
accelerate the transition from its former selling strategy to the inclusion of
higher margin products and more diversified income streams.
Products
The Group's breakdown of product segments as a proportion of turnover are
currently as follows:
Cigarettes 72 per cent.
Other tobacco 13 per cent.
Groceries (to include food, candy, beverages and sundry products) 15 per cent.
Strategy
The Directors intend to position the Group as a full service tobacco, candy and
grocery distributor. They intend to continue to expand the Group's business in
the US by maximising revenue and earnings growth.
As principal elements of the Group's strategy, the Directors intend to:
Continue to grow sales in convenience stores
The Group's network of distribution centres strategically positions the business
to grow sales to a new channel of retailers; convenience stores. The Directors
believe that in recent years, consumers have been shifting their purchases of
food and other consumable goods away from conventional full-service grocery
stores towards these retail channels. For this reason, the Directors have moved
beyond the historic focus on conventional full-service grocery stores and have
successfully targeted convenience stores and other convenience-related
retailers. Many potential customers are currently served by regional wholesalers
that cannot offer the service offered by the Group's localised network of
multi-tier distribution. The Group's repositioned distribution strategy has
already enabled it to increase sales to existing and new customers in this
sector, and the Directors expect this trend to continue.
Expand the business through acquisition
The Directors intend to grow the business through acquisition both in and out of
the state of Arizona, with the intention of increasing the Group's customer base
that should allow for greater synergies in purchasing, sales and administration
costs. The Directors have already identified a number of potential acquisition
targets in Arizona, New Mexico and Oregon.
Continue to improve working capital management and reduce costs
Improvements to working capital management are continually being enhanced
through the centralised procurement operations, taking advantage of the
efficiencies created by the Group's multi-tier distribution facility, and by
further developing and implementing supply chain technologies better to
integrate the distribution centre and the central procurement operations.
Capitalising on the market conditions created by the 1998 Tobacco Master
Settlement Agreement which has significantly reduced licensed distributors
The Directors believe the Group has a distinct advantage over new businesses
seeking to enter wholesale distribution due to the upfront capital required from
cigarette manufacturers. The Group has already entered into agreements with
manufacturers, which, for new businesses is highly restrictive. In addition,
since the tobacco industry settlement of 1998, RJ Reynolds Tobacco and Phillip
Morris, who together control approximately 80 per cent. of US tobacco sales,
have restricted new distributor licenses and recently completely eliminated new
distributors.
Key strengths
The Directors believe the Group has the following key strengths:
• the Group has a 50 year operating track record;
• the Group has achieved a market reputation as being one of the leading
cigarette and tobacco distributors in Arizona and services customers ranging
from multi-billion dollar corporations to small independent retailers;
• the Group has a distinct advantage over new businesses wanting to
enter the market as, in the Directors opinion, substantial upfront capital is
now required by cigarette manufacturers to become a distributor. Legacy already
has purchasing licenses from certain manufacturers and obtaining these for new
businesses is highly restrictive. In addition, since the tobacco industry
settlement of 1998, RJ Reynolds and Phillip Morris, who together control
approximately 80 per cent. of US tobacco sales, have restricted new distributor
licenses and have not recently appointed new distributors;
• the Group has a large and diverse customer base which includes major
national and state-wide grocery chains, such as Albertsons, as well as many
smaller operators. This varied customer base ensures that the Group is not
wholly reliant on any particular customer, nor exposed to any considerable
single debtor;
• the Group's internal distribution and operational systems are well
developed allowing for efficient stock holdings, which maximise economies of
scale in purchasing and administrative costs. It also has a flexible delivery
timetable allowing customers to receive more than one delivery a week; and
• the Directors bring substantial experience gained while working with
leading food wholesale, supermarket and general merchandise retailers.
The directors ('Directors')
Michael Mills, aged 58, Non Executive Chairman
Michael Mills is an experienced public company chairman and managing director
with significant operating and financial experience in both small and large
companies. He has had considerable involvement in mergers and acquisitions
activity, turnarounds and rescues in the public sector. His career has covered
several sectors including technology, engineering, service and distribution,
paper and packaging, food and textiles and includes five years as director of a
major private equity firm and five years as group financial controller of Bunzl
plc, the specialist distribution group with operations across North America,
Europe and Australia. Recent positions include chairman of Advance Value
Realisation Limited, chief executive of Drew Scientific Group plc and non
executive director of Ultrasis plc, which provides interactive solutions for
healthcare professionals. He was also previously a managing director and then
non executive director of S Daniels plc, which makes chilled, fresh and natural
foods.
Frank Patton, aged 40, Chief Executive Officer
Frank Patton joined the Group in July of 2004 and is responsible for the overall
day to day running of the Group. Mr. Patton was previously president of Alliant
Foodservice, where he was responsible for the general management of all aspects
of sales, operations, product selection and profitability of a $1.4 billion
business unit for the third largest food distributor in the United States. He
was responsible for the achievement of a 25 per cent. increase year-over-year in
earnings before interest, tax, depreciation and amortisation and the highest
growth rate of company-wide divisions in the Street Sales Segment (the most
profitable sales segment in the food service industry).
Michael Drexler, aged 39, Finance Director
Michael Drexler, a certified public accountant in the US, joined the Group in
November of 2005. From 1999 to 2005, he was a senior financial executive at
several companies including SalesLogix Corporation, a software company listed on
the NASDAQ stock exchange. From 1987 to 1999, Michael Drexler was an auditor
with the international accounting firm Ernst & Young LLP. He took over his role
with the Company with a view to implementing new systems and controls for the
development of the Group and assisting with the preparation for Admission. This
process has been substantially completed. The Company has agreed with Michael
Drexler that he continue for an interim transition period as Chief Financial
Officer and that he will assist Legacy in the recruitment of a replacement. He
will remain available to consult and advise the Company for an interim period.
Grant Sardachuk, aged 47, Non Executive Director
Grant Sardachuk is currently the president of Law Investments Inc., a privately
owned real estate merchant bank based in Scottsdale, Arizona, a position he has
held since 1994. From 1986 to 1994, he successively held several senior
executive positions in various publicly held subsidiaries of Brookfield Asset
Management Inc., a $12.2 billion New York Exchange listed asset management
company and merchant bank. During his tenure, Grant Sardachuk served in senior
executive capacities at Hees International Bancorp Inc., Carena Development
Ltd., BCE Development Corporation, Brookfield Development Corporation, Coscan
Development Corporation and Great Lakes Ltd. These corporations were majority
owned or controlled by Brookfield Asset Management Inc. and were largely
involved in merchant banking, real estate investment and development and
financial services. In his capacity in the merchant banking operations he was
involved in numerous corporate and project financings and management and
financial restructurings.
Ian Blelloch, aged 44, Non Executive Director
Ian Blelloch is a director of Chaco Limited, a private company specialising in
residential property investment in the UK. He is also a director and company
secretary of Resolve 106 Limited, a company that invests in affordable housing
in the UK, and a board member and company secretary of the Southwest Urban
Regeneration Fund Limited, an FSA regulated industrial and provident society
established to finance regeneration projects in the South West of England. Mr
Blelloch was, until October 2002, a director of Allsop Chaco Limited.
Previously, he was head of private finance at the Housing Corporation having
worked in the City. Mr Blelloch is a qualified chartered accountant.
The Directors believe that their collective experience in the tobacco, food and
distribution industry, combined with skills in the areas of finance and
management, provide a solid platform successfully to implement the Company's
business strategy.
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