Williams Grand Prix Holdings PLC : Sale of Williams Grand Prix Engineering Limited
DGAP-News: Williams Grand Prix Holdings PLC / Key word(s): Disposal/Corporate Action
21.08.2020 / 10:20
The issuer is solely responsible for the content of this announcement.*NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.*
21 August 2020
*Williams Grand Prix Holdings PLC (the "Company" or "Williams" and together with its subsidiary undertakings, the "Group")*
*Sale of Williams Grand Prix Engineering Limited*
*Summary*
Williams Grand Prix Holdings PLC (WGPH, Ticker: WGF1) is today pleased to announce the completion of the sale of Williams Grand Prix Engineering Limited ("WGPE"), the operating subsidiary of the Group, to BCE Limited, a fund managed by Dorilton Capital Management LLC for €152 million (the "Transaction"). WGPE consists of the Formula 1 business, the minority stake in Williams Advanced Engineering, and all other trading assets and liabilities including all third party indebtedness of the Group.
*Background*
On 29 May 2020, Williams announced it was launching a strategic review and formal sale process to assess the full range of strategic options for the Company. This decision was made in light of the recent challenges the Company has been facing, including the impact and disruption of COVID-19 and the termination of the Company's title sponsor, to position the team to benefit from the upcoming changes taking place within the sport.
The Group's financial advisers have conducted a comprehensive review of all the options available to the Company, which included exploratory discussions with potential investors under the formal sale process construct. This strategic review has now successfully concluded and the Company is pleased to announce the sale of WGPE to BCE Limited. This Transaction received the unanimous support of the Board of Williams, who determined the Transaction delivers the best outcome for the Company's shareholders and secures the long term future of the Williams Formula 1 team.
*Terms of the Transaction*
Under the terms of the Transaction, the Enterprise Value of WGPE is €152 million and the net cash proceeds that have been received by the Company for the shares in WGPE, after repayment of all third party indebtedness and transaction expenses, are €112 million. Williams may also receive additional deferred consideration as part of the Transaction subject to certain conditions being satisfied, Williams currently expects to return substantially all of the net cash proceeds to Shareholders. The Company will update Shareholders on the amount and method of distribution in due course. The Transaction also has the irrevocable support of Frank Williams who holds 52% of the issued share capital, and who has confirmed in writing to the Panel on Takeovers and Mergers that he approves the transaction and would vote in favour of any resolution which would be required for the purposes of Rule 21.1 of the City Code on Takeovers and Mergers (the "Takeover Code").
*New Era for Williams and Formula 1*
The Transaction marks the beginning of an exciting new era in the history of the Williams team, which is well positioned to capitalise upon the ongoing transformation within Formula 1 under its new ownership. Williams, together with the 9 other racing teams, have now signed the new Concorde Agreement with Formula 1, which together with the new technical regulations announced by FIA that come into force from 2022, is set to transform the sport and deliver more competitive, exciting racing in the future. These changes will also address the historical challenges that Williams has faced as an independent constructor, by reducing the financial and on-track disparities between teams and creating a fairer, more competitive sport. It presents an exciting opportunity, which together with the transaction announced today, will secure the long term future of the Williams team at the pinnacle of motorsport.
Mike O'Driscoll, CEO of Williams, commented:
"The transaction announced today marks the next stage in the history of Williams Formula 1 at an exciting time in the sport. The Company has successfully completed its strategic review and we are pleased to announce the sale to Dorilton Capital, which delivers a great outcome for shareholders and secures the long term future of the team."
Claire Williams, Deputy Team Principal, commented:
"The Strategic Review was a useful process to go through and proved that both Formula One and Williams have credibility and value. We have now reached a conclusion and we are delighted that Dorilton are the new owners of the team. When we started this process, we wanted to find a partner who shared the same passion and values, who recognised the team's potential and who could unlock its power. In Dorilton we know we have found exactly that. People who understand the sport and what it takes to be successful. People who respect the team's legacy and will do everything to ensure it succeeds in the future.* *As a family we have always put our team first. Making the team successful again and protecting our people has been at the heart of this process from the start. This may be the end of an era for Williams as a family owned team, but we know it is in good hands. The sale ensures the team's survival, but most importantly will provide a path to success. We are enormously grateful to Dorilton for the faith they have shown in our team and we look forward to working with them now. I would also like to thank the Williams Board and our advisers who have worked tirelessly over the past months to make this happen and our employees who have remained steadfastly loyal."
Matthew Savage, Chairman of Dorilton Capital, commented:
"We are delighted to have invested in Williams and we are extremely excited by the prospects for the business. We believe we are the ideal partner for the company due to our flexible and patient investment style, which will allow the team to focus on its objective of returning to the front of the grid. We look forward to working with the Williams team in carrying out a detailed review of the business to determine in which areas new investment should be directed. We also recognise the world class facilities at Grove and confirm that there are no plans to relocate."
Enquiries:
*Williams Grand Prix Holdings PLC* *Tel: +44 1235 777 842*
Tim Hunt
*Allen & Company LLC (Joint Financial Adviser)* *Tel: +1 (212) 339 2383*
Paul Gould
Georg Schloendorff
*Lazard & Co., Limited (Joint Financial Adviser)* *Tel: +44 20 7187 2000*
Richard Shaw
Matt Knott
*Important Notices*
*Notes relating to the Joint Financial Advisers*
Allen & Company LLC, which is registered with and licensed as a broker-dealer by the United States Securities and Exchange Commission and incorporated in the state of New York, is acting as financial adviser to Williams Grand Prix Holdings PLC and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than Williams Grand Prix Holdings PLC for providing the protections afforded to clients of Allen & Company LLC nor for providing advice in relation to the matters described or referred to in this announcement. Neither Allen & Company LLC nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Allen & Company LLC in connection with this announcement, any statement contained herein or the matters described or referred to in this announcement or otherwise.
Lazard & Co., Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as financial adviser to Williams Grand Prix Holdings PLC and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than Williams Grand Prix Holdings PLC for providing the protections afforded to clients of Lazard & Co., Limited nor for providing advice in relation to the matters described or referred to in this announcement. Neither Lazard & Co., Limited nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Lazard & Co., Limited in connection with this announcement, any statement contained herein or the matters described or referred to in this announcement or otherwise.
*Forward looking statements*
This announcement (including information incorporated by reference in this announcement), oral statements made regarding the formal sale process, and other information published by the Company may contain statements about the Company that are or may be deemed to be forward looking statements. Such statements are prospective in nature. All statements other than historical statements of facts may be forward looking statements. Without limitation, statements containing the words "targets", "plans", "believes", "expects", "aims", "intends", "will", "may", "anticipates", "estimates", "projects" or "considers" or other similar words may be forward looking statements.
Forward looking statements inherently contain risks and uncertainties as they relate to events or circumstances in the future. Important factors such as business or economic cycles, the terms and conditions of the Company's financing arrangements, tax rates, or increased competition may cause the Company's actual financial results, performance or achievements to differ materially from any forward looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward looking statements, which speak only as of the date hereof. The Company disclaims any obligation to update any forward looking or other statements contained herein, except as required by applicable law.*This announcement is for information purposes only and is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote in any jurisdiction whether pursuant to this announcement or otherwise. The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.*
*The securities of the offeree company have not and will not be registered under the Securities Act of 1933, as amended, or any U.S. state or jurisdiction securities laws, and cannot be offered or sold in the U.S. or to a U.S. person without registration or an applicable exemption from registration.*
Contact:
Mark Biddle
General Counsel
Mark.Biddle@WilliamsF1.com --------------------
21.08.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Language: English
Company: Williams Grand Prix Holdings PLC
Grove, Wantage
OX12 0DQ Oxfordshire
United Kingdom
Phone: +44 (0) 1235 777700
Fax: +44 (0) 1235 764705
E-mail: enquiries@williamsf1.com
Internet: http://www.williamsf1.com
ISIN: DE000A1H6VM4
WKN: A1H6VM
Listed: Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt (Scale), Hamburg, Munich, Stuttgart, Tradegate Exchange
EQS News ID: 1121569
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