14th Nov 2005 07:02
Britvic14 November 2005 14 November 2005 NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares referred to in this announcement excepton the basis of information in the prospectus to be published by Britannia SDHoldings Limited (to be renamed Britvic plc) in due course in connection withthe admission of the ordinary shares in the capital of the Company to theOfficial List of the Financial Services Authority and to trading on London StockExchange plc's (the "London Stock Exchange") main market for listed securities(the "Prospectus"). Copies of the Prospectus will, following publication, beavailable from the Company's registered office. BRITVIC ANNOUNCES INTENTION TO FLOAT Britvic(1) ("Britvic" or the "Company") today announces its intention to proceedwith an offer of ordinary shares ("Ordinary Shares") to institutional investorsin the United Kingdom and elsewhere (the "Global Offer") and to seek a listingfor the Ordinary Shares on the London Stock Exchange.(2) Britvic is one of the two leading soft drinks businesses in Great Britain. TheCompany is the largest supplier of still soft drinks, the faster growingcategory in the soft drinks market, the number two supplier of carbonates andenjoys the right of first refusal of all new carbonated drinks developed byPepsiCo for distribution in Great Britain. The Company is the number 1 supplierto the licensed on-trade(3) and number 2 in the take-home channel(3),(4), selling in total over 1.4 billion litres in 2005. Britvic's broad portfolio of leading brands includes established names with highbrand recognition such as Robinsons and Tango and highly successful innovationssuch as J2O and Fruit Shoot. Included within the portfolio are the Pepsi and 7UPbrands, which Britvic produces, markets, sells and distributes under itsexclusive appointment from PepsiCo. This brand and product portfolio enablesBritvic to target and satisfy a wide range of consumer demands in all the majorsoft drinks categories, via all available routes to market. Soft drinks is the largest FMCG category in the British take-home channel with aretail value of over £5.3bn (5)and is also one of the fastest growing. Britvic's key strengths: • A leading portfolio o Britvic has an extensive and balanced product range spread across the stills and carbonates categories including Britvic, J2O, Robinsons (including Fruit Shoot), Pepsi, 7UP, Tango and R Whites. o Many of Britvic's brands are number 1 or 2 in their respective sub-categories o Britvic continues to explore opportunities to extend its portfolio and drive growth. In 2006, Britvic intends to launch 2 new brands in the large and growing water market, building on its successful recent acquisition and launch of Pennine Spring. In addition, from 2006 Britvic will distribute Gatorade, one of the world's leading sport drinks. • Proven brand development and innovation o Innovation is at the core of Britvic's business. Britvic has been responsible for some of the most successful launches in the soft drinks sector in the last 8 years. Britvic has launched 11 new brands in the last 8 years and 28% of net revenue is now from new brands and brand extensions launched in that period. o Britvic's innovation expertise has brought to the market, among other brands: • Robinsons Fruit Shoot, launched in 2000, has become the number 1 kids' drink, worth £72m at retail value and still recording double-digit growth.(6) • J2O, launched in 1998, has defined a new category of adult juice drinks. The brand is now worth over £193m at retail value.(6) • Working with PepsiCo o Britvic has the exclusive GB distribution rights for Pepsi, the no. 2 global soft drinks brand(7), and 7UP, the no. 2 global lemon/lime brand.(7) o Since 1987 Pepsi volumes have grown over 3.5 times to 611 million litres (8) a year, resulting in the Pepsi market share in Great Britain being the highest of any country in Western Europe.(9) o The success of Britvic's 18-year relationship with PepsiCo is reflected in its EBA renewal in 2004 for a further 15 years, with a five-year extension to 2023, on admission. As well as granting the exclusive GB distribution rights for the Pepsi and 7UP brands the EBAs also give Britvic the right to first refusal of all new carbonated drinks developed by PepsiCo for distribution in Great Britain. o From 2006, Britvic will distribute Gatorade, one of the worlds' leading sports drinks. • Well-invested infrastructure o Britvic has made capital investments in the supply chain of over £102m over the last 5 years. o In addition, Britvic has invested £78million over the last 5 years behind its commercial assets with over 41,000 dispensers, 20,000 vending machines and 34,000 chillers in customers' premises. • Extensive Customer reach o Britvic's large-scale infrastructure means that its products are available to consumers at over 90% of the points of sale in GB take-home and licensed on-trade channels.(10) o Britvic products are served in 9 out of every 10 pubs and are available at over 97% of points of sale by value in take-home.(10) • Drive for efficiency o Britvic has made significant investment in its IT systems and process design over the last two years with the aim of generating efficiencies across all parts of the business. o Britvic's investment in the business has resulted in a 29% improvement in productivity over 10 years (as measured by cases per employee). Britvic has identified a further £12m of annual cost savings which are expected to be achieved in the next 3 financial years. • Leadership and culture o Britvic has an experienced, committed and motivated management team who have a demonstrable record of delivering profitable growth led by product innovation. The seven members of the executive team have a combined total of over 50 years' service within Britvic, with in excess of 100 years experience in FMCG businesses including at Unilever, PepsiCo and Mars. Strategy for Growth o To deliver strong revenue and profit growth and realise attractive cash returns, Britvic has a strategy built around six pillars: • to grow stills sales aggressively through targeting the key growth and higher margin subcategories; • to grow its share of the GB carbonates market led by Pepsi and the development of no added sugar variants; • to become the supplier of choice; • to leverage the PepsiCo Systems; • to generate further efficiencies in its cost base; and • to optimise employee performance by making Britvic a great place to work. Financials Britvic's turnover for the 52 weeks ended 2 October 2005 was £698.2million andEBITA(11) was £78.7million. Details of the Global Offer are as follows: • The Global Offer will be effected by means of an offer of existing Ordinary Shares to institutional investors in the UK and elsewhere. • InterContinental Hotels Group, Whitbread and Pernod Ricard will sell Ordinary Shares in connection with the Global Offer. • Over-allotment arrangements (not forming part of the Global Offer) representing up to a maximum of 15 per cent of the total number of Ordinary Shares comprised in the Global Offer will be entered into. • Citigroup Global Markets Limited ("Citigroup") and Deutsche Bank AG ("Deutsche Bank") are Joint Sponsors, Joint Global Co-ordinators and Joint Bookrunners for the Global Offer. Board Appointments It is intended that Gerald Corbett will become chairman on listing and thatChris Bulmer, Michael Shallow, Bob Ivell and Joanne Averiss will be appointednon-executive directors. Paul Moody, Britvic Managing Director, will becomeChief Executive Officer on flotation. John Gibney will remain Finance Director. Commenting on today's announcement, Paul Moody, Managing Director of Britvic,said: "Soft drinks is the largest and one of the fastest growing FMCG categories. Weare delighted to be bringing Britvic, which has a strong track record, leadingbrands and a proven ability to innovate, to the market. After many years ofsupport from our listed company shareholders we are pleased that a widershareholder base will have the opportunity of investing in the company. "We are delighted Gerald Corbett, Chris Bulmer, Michael Shallow, Bob Ivell andJoanne Averiss are joining the board. The company will benefit from theirexperience as it enters this exciting new stage in its development". See notes to editors attached Enquiries to: Britvic 020 7404 5959 (for today only) thereafterPaul Moody, Managing Director 01245 261 871John Gibney, Finance Director 01245 261 871David Lewis, Director of Corporate Affairs 01245 261 871Julian Mears, Media Communications Manager 07834 962 542 IHG 01753 410176Gavin Flynn 07808 098 972Paul Edgecliffe-Johnson Leslie McGibbon 01753 410425 Citigroup 020 7986 6000David Wormsley Anthony Gutman Deutsche Bank 020 7545 8000Jeremy QuinCharles Wilkinson Brunswick 020 7404 5959Tom BuchananMike SmithFiona Laffan The contents of this announcement, which have been prepared by and are the soleresponsibility of the Company, have been approved solely for the purposes ofsection 21(2)(b) of the Financial Services and Markets Act 2000 by CitigroupGlobal Capital Markets Limited of Canada Square, London E14 5LB and DeutscheBank AG of Winchester House, 1 Winchester Street, London EC2N 2DB. Citigroup andDeutsche Bank are acting exclusively for the Company and no one else inconnection with the Global Offer. They will not regard any other person (whetheror not a recipient of this announcement) as their respective clients and willnot be responsible to anyone other than the Company for providing theprotections afforded to their respective clients nor for giving advice inrelation to the Global Offer, the contents of this announcement or anytransaction or arrangement referred to herein. This announcement may not be distributed, directly or indirectly, in or into theUnited States, Canada, Australia or Japan. This announcement does not constituteor form part of an offer to sell or issue, or any solicitation of an offer tobuy or subscribe for, any securities referred to herein. The Global Offer andthe distribution of this announcement and other information in connection withthe Global Offer in certain jurisdictions may be restricted by law and personsinto whose possession any document or other information referred to herein comesshould inform themselves about and observe any such restriction. Any failure tocomply with these restrictions may constitute a violation of the securities lawsof any such jurisdiction. The securities mentioned herein have not been, and will not be, registered underthe U.S. Securities Act of 1933 (the "Securities Act"), and may not be offeredor sold in the United States (as such term is defined in Regulation S under theSecurities Act) unless they are registered under the Securities Act or pursuantto an exemption from registration. No public offer of the Shares is being madein the United States. The price and value of securities may go up as well as down. Persons needingadvice should contact a professional adviser. This announcement includes statements that are, or may be deemed to be,"forward-looking statements". These forward looking statements can be identifiedby the use of forward looking terminology, including the terms "believes","estimates", "plans", "projects", "anticipates", "expects", "intends", "may","will", or "should" or, in each case, their negative or other variations orcomparable terminology. These forward looking statements include matters thatare not historical facts and include statements regarding the Company'sintentions, beliefs or current expectations concerning, among other things, theCompany's results of operations, financial condition, liquidity, prospects,growth, strategies and the outlook on the casual dining industry. By their nature, forward looking statements involve risk and uncertainty becausethey relate to future events and circumstances. A number of factors could causeactual results and developments to differ materially from those expressed orimplied by the forward looking statements including, without limitation, thefactors to be described in the risk factors section of the Prospectus, and thefactors to be described in the financial review and prospects section of theProspectus. Forward looking statements may and often do differ materially from actualresults. Any forward looking statements in this announcement reflect theCompany's view with respect to future events as at the date of this announcementand are subject to risks relating to future events and other risks,uncertainties and assumptions relating to the Company's operations, results ofoperations, growth strategy and liquidity. Save as required by law or by theListing Rules of the Financial Services Authority, the Company undertakes noobligation publicly to release the results of any revisions to any forwardlooking statements in this announcement that may occur due to any change in itsexpectations or to reflect events or circumstances after the date of thisannouncement. Information in this announcement or any of the documents relating to the GlobalOffer cannot be relied upon as a guide to future performance. NOTES TO EDITORS About Britvic Britvic's origins can be traced back to the mid-19th century when the BritishVitamin Products Company (abbreviated to Britvic) was established in Chelmsfordand run from a chemist's shop making lemonades, mineral waters and "tonics". Thecurrent business was established in 1986 when Bass (now IHG), Whitbread andAllied Breweries (now Pernod) merged their respective soft drinks businesses toform Britvic Soft Drinks ("BSD"). BSD was originally established to act as thesoft drinks supplier to the pub estates of these three shareholders. With theacquisition of Robinsons, Orchid Drinks, Pennine Spring and the innovation ofJ2O and Fruit Shoot, in particular, Britvic has established itself as amarket-leading soft drinks supplier in its own right. Current Shareholder structure: InterContinental Hotels Group (47.5%), Whitbread (23.75%), Pernod Ricard(23.75%) and PepsiCo (5%). Board and Senior Management team At flotation the Board and Senior Management team will include the following: Executive Directors Chief Executive Officer, Paul MoodyPaul Moody was appointed Managing Director in October 2003 and is responsiblefor the day-to-day running of the Group's business. He had been Chief OperatingOfficer of the BSD since October 2002. Paul Moody joined the Group in 1996 asDirector of Sales for Grocery Multiples (supermarkets) having previously workedfor Golden Wonder and Pedigree Pet Foods. Paul Moody is also currently theDeputy President of the British Soft Drinks Association. Finance Director, John GibneyJohn Gibney was appointed Finance Director in 1999 and is responsible forfinance, IT, legal, estates, risk management and business transformation. Priorto joining Britvic, John Gibney was Senior Corporate Finance & Planning Managerfor Bass, and prior to that role, Finance Director and subsequently DeputyManaging Director of Gala Clubs. Non-Executive Directors Chairman, Gerald Corbett Gerald Corbett will become non-executive Chairman. Gerald Corbett has held anumber of executive and non-executive directorships. He continues to be Chairmanof the Woolworths Group plc, a post held since March 2001. He is also Chairmanof SSL International and Holmes Place. He is a non-executive director ofGreencore plc based in Dublin. Director, Chris BulmerChris Bulmer will become a non-executive director. Chris Bulmer was the GroupHuman Resources Director for Brambles Industries plc Brambles IndustriesLimited, and prior to that was Group Human Resources Director for WhitbreadGroup plc. Chris Bulmer also worked for Diageo, Mars, Unilever and Blue Circle.She is also an Independent Trustee Director of Berkeley Square Pension TrusteeCompany Limited. Director, Michael ShallowMichael Shallow will become a non-executive director. Michael Shallow has beenthe Finance Director of Greene King plc since 1991, having previously been anassociate partner at Andersen Consulting and having held a senior accountingrole at Kingfisher plc. Director, Bob IvellBob Ivell will become a non-executive director. He is currently thenon-executive Chairman of Regent Inns plc. Director, Joanne AverissJoanne Averiss will become a non-executive director. Joanne Averiss has been amember of the PepsiCo legal department since 1990 holding a series of positionsin the UK and the US and most recently acting as the head of legal (UK andEurope) for PepsiCo International's food and snack beverages division. She isalso a trustee of the Mesen Educational Trust. --------------------------(1) The current holding company of the Britvic Soft Drinks group is BritanniaSoft Drinks Limited. Britannia SD Holdings Limited (to be renamed Britvic plc)will become the holding company of Britannia Soft Drinks Limited prior to theGlobal Offer. It will be the shares of Britvic plc that will be offered in theGlobal Offer. (2) Further details of the Global Offer are set out below. 3AC Nielsen Scantrack Total Coverage 3 Sept 2005; Licensed on-trade Service July2005 by retail sales value and volume. (4) Customers in the GB take-home channel include large grocery retailers(primarily Tesco, J Sainsbury, Asda, Wm Morrison), high street stores (forexample, WH Smiths, Woolworths), "impulse" channel retailers (for example,convenience stores, garage forecourt sales and off licences) and cash & carrywholesalers. (5) AC Nielsen Scantrack Total Coverage 3 Sept 2005(6) AC Nielsen Scantrack Total Coverage 3 Sept 2005; Licensed on-trade ServiceJuly 2005(7) Zenith International(8) Canadean Annual Soft Drinks Report 2005(9) AC Nielsen(10) AC Nielsen(11) EBITA is defined as profit before interest, tax and exceptionals afteradding back amortisation. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
InterContinental HotelsWhitbread