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THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
ARYZTA AG's Board has resolved that following a comprehensive review of its capital structure it intends to raise up to €800 million of equity capital to strengthen its capital structure; and provides an update on strategic, operational and financial developments within the business.
- ARYZTA plans to raise up to €800 million of equity capital to create the necessary strategic and financial flexibility to implement its business plan
- Confirms compliance with its covenants in FY2018
- Confirms that Q4 trading was in line with expectations, including meeting EBITDA guidance for FY2018
- Project Renew targets to deliver annual cost savings of €90m by FY2021
- Seeks amendments to the terms of its Term Loan and Revolving Credit Facility
- In addition to the announced capital increase, remains committed to its previously announced €1bn deleveraging plan, comprising at least €450 million of asset disposals and the balance from cash flow generation
- Will provide further details, including on the planned capital raising, in conjunction with the FY2018 results on 1 October 2018
ARYZTA has undertaken an in-depth review of its strategy and developed a bottom-up business plan, focused on capitalising on its established, leading positions in the large and growing frozen bakery market globally.
ARYZTA Chief Executive Officer, Kevin Toland, commented:
"A significantly improved capital structure will provide ARYZTA with the means to continue to take the necessary steps to re-position the business and deliver on our strategy. Over the medium-term, we expect to generate significant cash flow which will be applied towards continued net debt reduction and to resource selective growth opportunities."
The following material updates are provided in the context of ARYZTA's ongoing strategic, operational and financial developments. ARYZTA closed its FY2018 on 31 July and is currently in a closed period.
ARYZTA has undertaken a detailed review of its capital structure with the assistance of BofA Merrill Lynch, UBS and Rothschild Co. In order to create the necessary strategic and financial flexibility to implement its strategy and sustainably strengthen its capital base, the Board of Directors of ARYZTA plans to engage with its shareholders to raise up to €800 million of capital, primarily through a rights issue with pre-emptive rights for existing shareholders. The proceeds from the capital increase are targeted mainly for debt reduction. BofA Merrill Lynch and UBS have been appointed as Process Banks and Joint Global Coordinators; Credit Suisse and JP Morgan have also been appointed as Joint Global Coordinators to arrange the capital increase.
ARYZTA confirms that trading in the fourth quarter of FY2018 was in line with expectations and expects a FY2018 EBITDA of between €296 and €304 million, in accordance with the guidance provided on 24 May 2018. Furthermore, ARYZTA confirms that it was in compliance with its covenants in FY2018.
ARYZTA remains committed to the €1bn deleveraging target over four years (prior to the announced capital raise), including at least €450 million of disposal proceeds and the balance from cash flow generation as communicated on 25 January 2018. ARYZTA has already made solid progress with several non-core asset disposals and remains committed to the disposal of its stake in Picard for which the process remains ongoing. Picard continues to deliver a strong performance and through the refinancing carried out since December 2017 has delivered €91m of dividends to ARYZTA, supporting our FY2018 EBITDA.
The operational improvement of the business plan is underpinned by Project Renew, a comprehensive set of initiatives targeting annual run rate cost savings of c.€90m by FY2021, enabling a three-year cost reduction of c.€200m for FY2019 to FY2021, including: operating model cost reductions; procurement and supply chain initiatives; and automation initiatives. Associated with realising these cost savings, ARYZTA expects non-recurring expenses of approximately €150m over the next 3 years.
Further details on the terms and conditions of the capital increase and loan amendments will be communicated in conjunction with the FY2018 results on 1 October 2018. The rights issue is targeted to be executed in the fourth quarter of 2018, subject to approval by the shareholders of ARYZTA.
A conference call will take place today at 08:30 CET.
Dial in numbers are: Switzerland: 031 580 0059; Ireland: 01 431 9615;
USA: 1 631 510 7495; UK: 0844 5718892; International: +44 (0) 2071 928000.
Please provide the following code: 3041068 to access the call.
ARYZTA AG ('ARYZTA') is a global food business with a leadership position in speciality bakery. ARYZTA is based in Zurich, Switzerland, with operations in North America, South America, Europe, Asia, Australia and New Zealand. ARYZTA has a primary listing on the SIX Swiss Exchange and a secondary listing on the ISE Irish Exchange (SIX: ARYN, ISE: YZA).
These materials may not be published, distributed or transmitted, directly or indirectly, in or into the United States, Canada, Australia or Japan. These materials are not an offer of securities of ARYZTA AG (the "Company"), are for background purposes only and do not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. The information in this press release is subject to change.
The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities of the Company have not been, and will not be, registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer in the United States. Any public offer will be made solely by means of, and on the basis of, a securities prospectus which is to be published and would be made available free of charge at the Company or on the Company's website.
This announcement does neither constitute nor form part of (i) an offer, invitation or recommendation to buy, sell or to subscribe for securities of the Company nor (ii) a prospectus within the meaning of applicable Swiss law (i.e. Art. 652a of the Swiss Code of Obligations or Art. 27 et seq. of the SIX Swiss Exchange Listing Rules) or the applicable laws of any Relevant Member State (as defined below). Investors should make their decision to buy or exercise subscription rights or to buy or to subscribe to shares of the Company solely based on the official offering circular/prospectus which is expected to be published in connection with the offering of any securities of the Company.
In member states of the European Economic Area ("EEA") (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed only at persons who are "qualified investors" within the meaning of the Prospectus Directive ("Qualified Investors"). For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
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Paul Meade, +41 (0) 44 583 42 00
Mark Kenny, +353 1 765 0886
Jonathan Neilan, +353 86 231 4135
Aloys Hirzel, +41 43 344 42 42