Closing of the Sale of Petrol Forecourts

Wm Morrison Supermarkets Limited

30 April 2024

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.

For immediate release

30 April 2024

MORRISONS ANNOUNCES CLOSING OF THE SALE OF PETROL FORECOURTS TO MFG

WM MORRISON SUPERMARKETS LIMITED (the "Company" and, together with certain affiliates, "Morrisons") announces that it has successfully closed the sale to Motor Fuel Group (together with certain affiliates, "MFG") of 337 Morrisons' petrol forecourts (including fuel, convenience retail kiosk and ancillary services) and more than 400 associated sites on the Morrisons' car parks across the United Kingdom for ultra-rapid electric vehicle charging development in exchange for £2.5 billion of consideration in the form of cash and equity instruments (the "Transaction").

The Transaction forms a new strategic partnership between the two companies. As part of the Transaction, Morrisons has taken a minority stake of approximately 20% equity interest in MFG and entered into commercial and supply agreements with MFG, underscoring the long-term nature of the partnership. The Transaction further underpins Morrisons' convenience growth strategy.

Morrisons intends to use the cash proceeds of £1.8bn (after fees and expenses related to the Transaction) to strengthen its capital structure and repay certain of its debt obligations. Whilst the Company may elect to apply up to £1bn proceeds towards reinvestment, it intends to explore if there are efficient opportunities to apply proceeds to debt reduction, which may include bilateral discussions with debt holders, tender offers, open market purchases or redemptions of its debt instruments across the entire capital structure. The Company intends to use part of the proceeds to repay the Facility A loan under its senior facilities agreement in its entirety without delay.

HSBC Bank plc and Rabobank acted as financial advisors to Morrisons in connection with the Transaction. Kirkland & Ellis and Eversheds acted as legal advisors and Deloitte acted as accounting advisors to Morrisons.  

About Morrisons:

Headquartered in Bradford since 1899, Morrisons is a British food retailer with more than 100,000 colleagues in approximately 500 supermarkets and 1,000 convenience stores, in addition to wholesale supply arrangements to approximately 300 franchise sites. We are British farming's single biggest direct customer with all Morrisons branded fresh meat and everything on our butchers' counters being 100% British. Foodmakers and shopkeepers are at the heart of everything we do. See also our website: https://www.morrisons-corporate.com/

Important Notice:

This announcement contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"), and it is disclosed in accordance with the Company's obligations under Article 17 of MAR. This announcement is made by Jonathan Burke, Company Secretary of the Company. This announcement is for informational purposes only and does constitute or form any part of any offer or invitation to sell or issue, or any solicitation of an offer to purchase or subscribe for, any securities of the Company or its group. This announcement is not for publication, distribution or release, directly or indirectly, in or into any jurisdiction in which the publication, distribution or release would be unlawful.

Forward-Looking Statements:

This announcement may contain "forward-looking statements" concerning the Company and its current expectations and projections about future events. Generally, the words "will", "may", "should", "could", "would", "can", "continue", "opportunity", "believes", "expects", "intends", "anticipates", "estimates" or similar expressions identify forward-looking statements. The forward-looking statements involve risks, assumptions and uncertainties (such as the completion of the transactions described in this announcement), including both economic and business risk factors that could cause actual events or results to differ materially from any expected future events or results expressed or implied by these forward-looking statements. The information contained in this announcement is subject to change without notice and, except as required by applicable law, the Company undertakes no obligation or responsibility to update or review any forward-looking statements whether as a result of new information, future events or otherwise. Readers should not place undue reliance on forward-looking statements, which speak only as at the date of this announcement.

Disclaimer:

HSBC Bank plc ("HSBC") is acting as financial adviser to Morrisons in connection with the Transaction and will not be responsible to anyone other than Morrisons for providing the protections afforded to clients of HSBC, or for providing advice in connection with the Transaction.

Coöperatieve Rabobank U.A., acting through its Mergers & Acquisitions department ("Rabobank"), is acting as financial adviser to Morrisons in connection with the Transaction and will not be responsible to anyone other than Morrisons for providing the protections afforded to clients of Rabobank, or for providing advice in connection with the Transaction.

 

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