TIDMRWI
RNS Number : 5024C
Renewi PLC
17 June 2019
This announcement contains inside information
Renewi plc
("Renewi", the "Company" or, together with its subsidiaries, the
"Group")
Sale of Renewi Canada
Renewi plc (LSE: RWI) is pleased to announce that it has reached
a binding agreement to sell its Canadian operations ("Renewi
Canada") to Convent Capital ("Convent"), an independent,
sustainability-focused, Dutch investment firm based in Amsterdam,
for an enterprise value of up to CAD 107.5m (approximately EUR72m)
(the "Transaction").
Upon completion, Renewi will receive initial cash consideration
of approximately CAD 84m (approximately EUR56m, GBP50m(1) )(2) .
Following completion, Convent will, with the assistance of Renewi,
seek additional project financing for Renewi Canada's operations,
the successful execution of which will result in further
consideration payable to Renewi up to a maximum of CAD 17.5m
(approximately EUR12m, GBP10m(1) ).
The enterprise value of CAD 107.5m (approximately EUR72m,
GBP64m(1) ) includes deferred consideration, debt-like items and
capex adjustments. Immediately following completion, receipt of the
initial consideration, less transaction costs, is expected to
reduce the Group's net debt to EBITDA ratio by approximately
0.23x.(3,4)
Completion, which is subject to change of control approvals from
relevant municipalities in Canada, is expected to take place before
the end of September 2019.
Commenting on the disposal, Otto de Bont, Chief Executive
Officer, said:
"Today's announcement delivers on our commitment to simplify our
business and strengthen the balance sheet, achieving a fair value
for our Canadian business. Convent is already present in Canada and
we believe Convent will be a good owner for our customers and
employees in Canada."
Notes and additional disclosures
(1) Based on CAD/EUR exchange rate of 1.5006 and CAD/GBP
exchange rate of 1.6855.
(2) Subject to normalised working capital and other customary
adjustments at closing.
(3) In the Group's financial statements for the year ended 31
March 2019, Renewi Canada was reported as a discontinued operation
with gross assets of EUR67.5m. The Group's reported financial
results for the year ended 31 March 2019 included EUR18.3m in
revenue, and EUR1.5m in operating profit from Renewi Canada.
Non-IFRS notional EBITDA contribution for the equivalent period was
EUR4.6m, comprising EUR3.9m from the operating business, and
EUR0.7m of income from Renewi Canada's SPV financial asset.
(4) The extent to which the Group's accounts recognise / provide
for the additional consideration of up to CAD 17.5m and a further
receipt of an insurance recovery related to the construction of
Surrey will be determined, at the time of those accounts, based on
a prudent assessment of the likelihood of such consideration being
received by the Group. The Group will be minded not to recognise
deferred consideration until there is greater certainty of receipt.
Dependent on this assessment, the Group will likely initially
record a loss on disposal of up to EUR12m which may ultimately
become a smaller loss or a small gain depending upon further monies
received.
For further information:
========================= ==================
FTI Consulting Renewi plc
+44 20 3727 1340 www.renewiplc.com
Richard Mountain
Susanne Yule
========================= ==================
Market Abuse Regulation statement
This announcement contains inside information and is issued on
behalf of Renewi by Philip Griffin-Smith, Group Company Secretary.
This announcement is issued at 13.45 hrs on 17 June 2019.
Financial adviser
Greenhill & Co. International LLP ("Greenhill"), which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting as financial adviser to Renewi and no
one else in connection with the Transaction and will not be
responsible to anyone other than Renewi for providing the
protections afforded to clients of Greenhill nor for providing
advice in relation to the proposed Transaction or any other matters
referred to herein.
Forward-looking statements
Certain statements in this announcement constitute
"forward-looking statements". Forward-looking statements may
sometimes, but not always, be identified by words such as "will",
"may", "should", "continue", "believes", "expects", "intends" or
similar expressions. These forward-looking statements are subject
to risks, uncertainties and other factors which, as a result, could
cause Renewi's actual future financial condition, performance and
results to differ materially from the plans, goals and expectations
set out in the forward-looking statements. Such statements are made
only as at the date of this announcement and, except to the extent
legally required, Renewi undertakes no obligation to revise or
update such forward-looking statements.
About Renewi
Renewi is a leading waste to product company that gives new life
to used materials every day. We have more than 7,000 employees
working at 200 sites across Europe and North America. Our extensive
operational network means we are always close to our customers.
For Renewi, waste is a state of mind, and an opportunity. Our
many years of knowledge and experience, combined with a broad range
of services, allow us to offer sustainable, practical recycling
solutions. We use innovation and the latest technology to turn
waste into useful materials such as paper, metal, plastic, glass,
wood, building materials, compost and energy. In other words, we
turn today's waste into tomorrow's raw materials.
The result of our work is less waste and contamination, a
smarter use of scarce raw materials, and a reduction in carbon
emissions. This means that we are contributing towards a cleaner,
circular world in which we "waste no more".
Renewi was created in 2017, following the merger of Shanks Group
plc with Van Gansewinkel Groep BV, and is listed on the London
Stock Exchange. Visit our website for more information:
www.renewiplc.com. Images are available at
www.renewiplc.com/imagelibrary.
About Convent Capital
Convent Capital is an open-ended investment firm established in
Amsterdam. Due to the open-ended nature of the investment vehicle,
Convent Capital has no pre-determined investment horizon and can
take a long-term view on industries. This long-term view fits
particularly well with Convent's circular philosophy and its
conviction that operating without exit pressure leads to better
results. Convent Capital has the ambition to prove that companies
who commit to sustainable value creation based on circular business
models will ultimately be the winners of the future.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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