Disposal of Findel Education Limited

Studio Retail Group plc

("SRG" or "Group")

Disposal of Findel Education Limited

Studio Retail Group plc, the online value retail business, is pleased to announce that it has entered into and completed upon a definitive agreement for the sale ("Disposal") of Findel Education Limited ("Findel Education") to West Moorland 221 Limited, a newly formed company owned by investment funds managed by Endless LLP ("Endless") for a gross consideration of £30.0 million on a debt free(1), cash free basis (the "Consideration"), paid in cash on completion. In addition to the Consideration, the Group has made available a working capital facility of £2.0 million (the "Working Capital Facility") to Findel Education. The Working Capital Facility has an interest rate of 4.6% per annum, a termination date of 30 September 2021 and is secured against the assets of Findel Education.

The net cash proceeds will be used to make a voluntary payment to the Group's defined benefit pension fund of £9.0 million with the remainder used to reduce Group net debt.

The Disposal will simplify the Group's operations and allow the management to focus on the fast growing Studio business. Following a transformational year for Studio, the Group intends to continue to pursue and accelerate its strategic vision of becoming the leading online value retailer with an integrated financial services offer.

Findel Education is a leading supplier of resources and equipment to schools in the UK and overseas. As at 25 September 2020, Findel Education had gross and net assets of £81.6 million and £17.2 million respectively and generated profit before tax of £2.0 million for the year ended 27 March 2020.

The following individuals are deemed to be key to the operations of Findel Education: 

Paul Kendrick, CEO of SRG commented:

"Under SRG's ownership, Findel Education has transformed itself from a catalogue retailer to an online first business and we are confident that it will continue on the next phase of its digital transformation under the ownership of Endless. We are thankful to all of our colleagues at Findel Education for all their hard work and wish them all the best for the future"

Andrew Ross, Partner at Endless commented:

"We are delighted to be backing Chris, Mark, Martin and the entire Findel Education team to deliver our exciting shared vision for the business and look forward to working closely with them in the coming years. We would also like to thank Studio Retail Group for the support they have given Findel Education during their ownership"

Notes:

1. Included in the definition of debt are customary debt like items including any liabilities relating to the Group's defined benefit pension scheme for which Findel Education was a sponsoring employer

Enquiries

Stifel is authorised and regulated in the United Kingdom by the FCA and is acting exclusively for the Group and no one else in connection with the matters referred to in this announcement and will not be responsible to anyone other than the Group for providing the protections afforded to the customers of Stifel or for providing advice in relation to the matters described in this announcement.