Supreme PLC
27 January 2021
NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED
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CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.
This announcement is an advertisement and not an admission
document or a prospectus. Prospective investors should not
subscribe for or purchase any securities referred to in this
announcement except on the basis of the information in the final
admission document (" Admission Document ") to be published by the
Company, and any supplement thereto, in connection with the placing
(" Placing ") of its ordinary shares (" Shares ") and the proposed
admission (" Admission ") of the Shares to trading on the AIM
market of London Stock Exchange plc ("London Stock Exchange"). A
copy of the Admission Document will, following publication, be
available for viewing on the Company's website at
www.supreme.co.uk.
27 January 2021
Supreme plc
("Supreme," the "Company" or the "Group")
Initial Public Offering
Announcement of Placing Price
Supreme, a leading manufacturer, supplier and brand owner of
fast moving consumer products, announces the successful pricing of
its initial public offering (the "IPO") and conditional placing of
5,597,015 new and 44,776,120 existing shares of 10 pence each (the
"Placing") at 134 pence per share (the "Placing Price") with
institutional investors, to raise gross proceeds of GBP67.5
million.
It is expected that dealings in the Shares will commence at 8.00
a.m. on 1 February 2021 on AIM under the ticker SUP and the ISIN
number GB00BDT89C08 ("Admission"). Immediately following Admission,
the Company's market capitalisation, based on the Placing Price, is
expected to be approximately GBP156.1 million with a free float of
approximately 43.2%.
The Placing saw strong demand from institutional investors.
GBP7.5 million of the gross proceeds raised will be used to
partially repay the Group's existing debt, as well as GBP60 million
to pay the selling shareholders, including Sandy Chadha, the
Company's founder and Chief Executive Officer, who will retain a
substantial shareholding in the Group, amounting to approximately
56.8% of the Shares in issue on Admission.
The Directors believe that the IPO will enable the Company to
execute on its growth strategy, raise its profile and provides the
ability to incentivise key employees. Berenberg are acting as Sole
Global Coordinator and Broker, Grant Thornton UK LLP as Nominated
Adviser, and Beyond Corporate as legal counsel to the Company.
IPO Highlights
-- Supreme has created a vertically integrated platform
providing an excellent route to market for well-known brands and
products
- The Company supplies products across five key categories;
batteries, lighting, vaping, sports nutrition & wellness, and
branded household consumer goods
- Supreme's capabilities span from product development and
manufacturing through to its extensive retail distribution network
and direct to consumer capabilities
- This platform enables the Group to efficiently scale up new
products, brands, and categories at low cost, as has been the case
for vaping and sports nutrition & wellness
-- Consistent track record of sales and profit growth coupled with strong cash generation
- In the year ended 31 March 2020, the Company generated
revenues of GBP92.3 million, Gross Profit of GBP26.8 million and
adjusted EBITDA of GBP16.2 million representing CAGRs of 17%, 34%
and 52% respectively between 2015 and 2020
- For the six months to 30 September 2020, unaudited revenues
were GBP56.3 million with adjusted EBITDA of GBP8.4 million, an
increase over the prior period of 43% and 21% respectively,
demonstrating the Company's resilience through COVID-19
- The Directors intend to pay dividends to shareholders in an
aggregate annual amount equivalent to approximately 50 per cent. of
net profits, retaining the balance of earnings from operations to
finance the future expansion of the Group, with dividends
commencing (with an interim dividend) following the notification of
the Company's interim results for the six month period to 30
September 2021
-- Operating across both an extensive and diverse customer base
- Over 3,300 active business accounts with retail customers who
manage over 10,000 branded retail outlets
- Customers include discount retailers such as B&M, Home
Bargains, Poundland, The Range, and Sports Direct; Wholesalers,
e-tailers and Symbol Group Retailers such as Londis, SPAR and
Costcutter; Supermarkets and high street retailers such as Asda,
Halfords and Iceland; International retailers; Public Sector
customers such as HM Prison & Probation Service; and direct to
consumer online
-- Well-established brands
- In addition to distributing globally-recognised brands such as
Duracell, Energizer and Panasonic, and supplying lighting products
exclusively under the Energizer, Eveready and JCB licences across
45 countries, Supreme has also developed brands in-house, most
notably 88Vape
-- Products exposed to growing underlying markets with high
repeat and non-discretionary customers
- The vaping market is expected to grow at a 13% CAGR from 2019
to 2022 supported by UK public health bodies and shifting consumer
preferences
- The sports nutrition and vitamins markets in the UK are
expected to grow at 9% and 7% CAGR from 2019 to 2022
respectively
- Supreme's batteries, lighting and, for users, vaping and
sports nutrition & wellness products are consumer staples and
therefore are less sensitive to economic conditions
-- A leading vaping brand protected by significant barriers to
entry with ownership of a UK based e-liquid manufacturing facility
a key differentiator
- The Company's 88Vape brand has proven to be the most visible value vaping brand in the UK
- Owning one of the largest e-liquid manufacturing facilities in
the UK provides the Group with security over both its supply and
quality of e-liquid
- Since September 2019, the Group has manufactured over 250,000
bottles of e-liquid per working day
- In the year ended 31 March 2020, Supreme sold c. 45 million
bottles of e-liquid, representing c. 30% of e-liquid bottles sold
in the UK, and c. 794,200 vaping hardware kits
-- A growing footprint in Sports Nutrition and Wellness presents a material growth opportunity
-- The Group entered this segment in February 2018 and has
already grown this category to report c. GBP5.0 million revenues in
the year ended 31 March 2020
-- More recently the Group has expanded its product offering to
include health supplements and vitamins for which the Group has
already received initial orders from large customers. The Directors
believe this category represents a significant opportunity for
future growth
-- Environmental, social and governance standards are at the forefront of business considerations
- Vaping is widely accepted as aiding smoking cessation and
reducing the significant negative impacts of smoking
- The Directors believe that the Group's practices align with UN
Sustainable Development Goals across all of its divisions
-- A strong management team with extensive operational experience
- Supreme's senior management team has an aggregate of over 90
years' industry experience and has successfully driven the
Company's organic growth
Sandy Chadha, Chief Executive Officer of Supreme, commented:
"I am deeply proud of the business we have developed and believe
our flotation on AIM will provide Supreme with the tools with which
to capitalise on a number of exciting growth opportunities. We have
created a profitable business of significant scale, underpinned by
a platform which provides a seamless route to market for a number
of leading brands and product categories.
"We have established leading positions across the battery,
lighting and vaping markets. Coupled with our proven ability to
innovate, with recent category entries such as sports and nutrition
and branded household consumer goods now contributing substantially
to our financial performance, we have a clear path to maintaining
sustainable growth.
"We welcome our new shareholders at what is a very exciting
inflection point for our business."
Enquiries:
Supreme Limited via Vigo Communications
Sandy Chadha, Chief Executive Officer
Suzanne Smith, Chief Finance Officer
Grant Thornton UK LLP (Nominated Adviser)
Philip Secrett / Samantha Harrison / Harrison
Clarke / Seamus Fricker +44 (0)20 7383 5100
Berenberg (Sole Global Coordinator and Broker)
Chris Bowman / Mark Whitmore / Samuel Parry +44 (0)20 3207 7800
Vigo Communications (Financial Public Relations)
Jeremy Garcia / Antonia Pollock
supreme@vigocomms.com +44 (0)20 7390 0230
IMPORTANT INFORMATION
This announcement does not constitute, or form part of, any
offer or invitation to sell, allot or issue, or any solicitation of
any offer to purchase or subscribe for, any securities in the
Company in any jurisdiction nor shall it, or any part of it, or the
fact of its distribution, form the basis of, or be relied on in
connection with or act as an inducement to enter into, any contract
or commitment therefor.
Recipients of this announcement who are considering subscribing
for or acquiring Shares following publication of the Admission
Document are reminded that any such acquisition or subscription
must be made only on the basis of the information contained in the
final Admission Document, which may be different from the
information contained in this announcement. No reliance may be
placed, for any purpose whatsoever, on the information or opinions
contained in this announcement or on its completeness. To the
fullest extent permitted by applicable law or regulation, no
undertaking, representation or warranty, express or implied, is
given by or on behalf of the Company, Grant Thornton UK LLP ("Grant
Thornton"), or Joh. Berenberg Gossler & Co KG, London Branch
("Berenberg"), or their respective parent or subsidiary
undertakings or the subsidiary undertakings of any such parent
undertakings or any of their respective directors, officers,
partners, employees, agents, affiliates, representatives or
advisers or any other person as to the accuracy, sufficiency,
completeness or fairness of the information, opinions or beliefs
contained in this announcement and, save in the case of fraud, no
responsibility or liability is accepted by any of them for any
errors, omissions or inaccuracies in such information, opinions or
beliefs or for any loss, cost or damage suffered or incurred,
howsoever arising, from any use, as a result of the reliance on, or
otherwise in connection with, this announcement.
Grant Thornton, which is authorised and regulated by the
Financial Conduct Authority, and Berenberg, which is authorised by
the German Federal Financial Supervisory Authority and subject to
limited regulation in the United Kingdom by the Financial Conduct
Authority, are acting only for the Company (and in the case of
Berenberg, the Selling Shareholders) in connection with the
proposed Placing and Admission and are not acting for or advising
any other person, or treating any other person as their respective
client, in relation thereto and will not be responsible for
providing the regulatory protection afforded to clients of Grant
Thornton, or Berenberg, or advice to any other person in relation
to the matters contained herein. Such persons should seek their own
independent legal, investment and tax advice as they see fit. Grant
Thornton's responsibilities as the Company's nominated adviser
under the AIM Rules for Nominated Advisers and AIM Rules for
Companies will be owed solely to the London Stock Exchange and not
to the Company, to any of its directors or to any other person in
respect of a decision to subscribe for or otherwise acquire Shares
in reliance on the Admission Document. Neither Grant Thornton nor
Berenberg has authorised or approved the contents of, or any part
of, this announcement and no representation or warranty, express or
implied, is made by Grant Thornton or Berenberg or their respective
affiliates as to any of its contents.
This announcement is only addressed to, and directed at, persons
in member states of the European Economic Area who are qualified
investors within the meaning of Article 2 (e) of the Prospectus
Regulation (EU) 2017/1129 ("Qualified Investors"). In the United
Kingdom, this announcement is addressed to and directed only at
"qualified investors" within the meaning of Article 2(e) of the
Prospectus Regulation as it forms part of English law by virtue of
the European Union (Withdrawal) Act 2018 (as amended) and
regulations made under that Act, who are (i) persons having
professional experience in matters relating to investments, i.e.,
investment professionals within the meaning of Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the "FPO"); (ii) high net-worth companies, unincorporated
associations and other bodies within the meaning of Article 49 of
the FPO; or (iii) persons to whom it is otherwise lawful to
communicate it (together, "relevant persons"). Any investment
activity in relation to the Placing is available only to and will
be engaged in only with relevant persons. It is not intended that
this announcement be distributed or passed on, directly or
indirectly, to any other class of person and under no circumstances
should persons of any other description rely on or act upon the
contents of this announcement.
This announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This announcement is not an offer of securities for sale into the
United States. The Shares have not been and will not be registered
under the US Securities Act of 1933, as amended, and may not be
offered or sold in the United States, except pursuant to an
applicable exemption from registration. No public offering of
securities is being made in the United States.
No securities commission or similar authority in Canada has in
any way passed on the merits of the Shares and any representation
to the contrary is an offence. No document in relation to the
proposed placing of the Shares has been, or will be, lodged with,
or registered by, the Australian Securities and Investments
Commission, and no registration statement has been, or will be,
filed with the Japanese Ministry of Finance. Subject to certain
exceptions, the Shares may not be, directly or indirectly, offered,
sold, taken up, delivered or transferred in or into or from any
jurisdiction in which the same would be unlawful or offered or sold
to a person within such a jurisdiction.
Neither this announcement nor any copy of it may be (i) taken or
transmitted into or distributed, directly or indirectly, in the
United States (within the meaning of regulations made under the US
Securities Act of 1933, as amended), (ii) taken or transmitted
into, distributed, published, reproduced or otherwise made
available or disclosed in Canada, Australia, New Zealand or the
Republic of South Africa or to any resident thereof, except in
compliance with applicable securities laws, or (iii) taken or
transmitted into or distributed in Japan or to any resident thereof
for the purpose of solicitation or subscription or offer for sale
of any securities or in the context where the distribution thereof
may be construed as such a solicitation or offer. Any failure to
comply with these restrictions may constitute a violation of the
securities laws or other laws of any such jurisdiction. The
distribution of this announcement in other jurisdictions may be
restricted by law and the persons into whose possession this
announcement comes should inform themselves about, and observe, any
such restrictions.
The date of Admission may be influenced by factors such as
market conditions. There is no guarantee that the Admission
Document will be published or that the Placing and Admission will
occur, and you should not base your financial decisions on the
Company's intentions in relation to the Placing and Admission at
this stage. Acquiring investments to which this announcement
relates may expose an investor to a significant risk of losing all
of the amount invested. The value of shares can decrease as well as
increase. This announcement does not constitute a recommendation
concerning the Placing. Persons considering an investment in such
investments should consult an authorised person specialising in
advising on such investments.
This announcement contains certain statements that are, or may
be, forward looking statements with respect to the financial
condition, results of operations, business achievements and/or
investment strategy of the Company. Such forward looking statements
are based on the Board's expectations of external conditions and
events, current business strategy and plans and the other
objectives of management for future operations, and estimates and
projections of the Company's financial performance. Though the
Board believes these expectations to be reasonable at the date of
this announcement, they may prove to be erroneous. Forward looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, achievements or
performance of the Group, or the industry in which the Group
operates, to be materially different from any future results,
achievements or performance expressed or implied by such forward
looking statements.
Certain figures in this announcement, including financial
information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
to the total figure given.
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END
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(END) Dow Jones Newswires
January 27, 2021 02:00 ET (07:00 GMT)