Caledonia Investments plc completed the acquisition of 98.9% stake in Gala Bingo Holdings Limited from Gala Coral Group Limited for £92.3 million.
December 19, 2015 at 09:30 am IST
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Caledonia Investments plc (LSE:CLDN) agreed to acquire 99.5% stake in Gala Bingo Holdings Limited from Gala Coral Group Limited for approximately £97.8 million on October 26, 2015. For its financial year to September 26, 2015, adjusted on an unaudited basis to show the standalone business being acquired, Gala Bingo reported EBITDA of £52.7 million and profit before tax of £33 million and had gross assets at that date of £189.6 million. Gala Coral will retain both the Gala brand and the websites Galabingo.com and Galacasino.com. Upon closing, the bingo clubs will continue to trade under the Gala brand through a license agreement entered into by the two parties. Sally Flanagan and Charlie Edwards will join the board of Gala Bingo at completion.
The deal is subject to change of control approval of the Gambling Commission and finalization of a £155 million senior debt facility. Upon completion, Caledonia will invest £97.8 million in cash to acquire 99.5% of the equity of Gala Bingo, with the management team led by Chief Executive Officer Simon Wykes and CFO Alex Wood subscribing a further £0.5 million. The net proceeds of the sale will be applied in partial redemption of the 2018 Senior Secured Notes. On November 2, 2015, Intermediate Capital Group plc provided financing of £155 million to support the transaction.
George Fleet of Houlihan Lokey Howard & Zukin (Europe) Limited acted as financial advisor while Mark Spinner of Osborne Clarke acted as legal advisor and Tim Haden of Deloitte & Touche LLP (United Kingdom) acted as accountant for Caledonia. Simon Beddow, Karen Davies, Audrius Skeivys, Kathleen Liu, Tanja Maley and Louise Chan, Helen Burton, Alex Cox, Philippa Michie, Andy Wright, James Almond, Mark Lubbock of Ashurst LLP acted as legal advisor while KPMG LLP (United Kingdom) acted as accountant for Gala Coral Group. Marc Abrams of KPMG provided tax advice to Management. Ben Davis, Ben Wulwik and Benjamin Vicentini of Reed Smith acted as financial advisor to Intermediate Capital Group. Lazard Investment Banking acted as financial advisor to Gala Coral. Mark Hughes, Gavin Cummings, Emma Hinton and Beth Dowson, Simon Wykes and Alex Wood of Browne Jacobson acted as financial advisor to management of Gala Coral. Liberty Corporate Finance acted as financial advisor for the management.
Caledonia Investments plc (LSE:CLDN) completed the acquisition of 98.9% stake in Gala Bingo Holdings Limited from Gala Coral Group Limited for £92.3 million in cash on December 19, 2015. The slight variances from the amounts previously announced have arisen from closing balance sheet adjustments and a higher equity subscription from the management team. The transaction has been approved by Gambling Commission.
Caledonia Investments plc is a United Kingdom-based self-managed investment trust company. The Company holds investments in both listed and private markets, covering a range of sectors and particularly through its fund investments. It invests in managed businesses that combine long-term growth characteristics with, in many cases, an ability to deliver increasing levels of income. It manages assets of circa £2.9 billion across an international, multi-asset portfolio, with a focus on companies that have the potential to generate long-term shareholder value. The Companyâs fund types include private equity funds, funds of private equity (PE) funds, and quoted market funds. It invests in a range of sectors, such as information technology, industrials, consumer staples, materials, healthcare, financials, communication services, utilities, real estate and consumer discretionary. It invests in various regions, such as the United Kingdom, Asia, Europe, and North America.
CALEDONIA INVESTMENTS PLC 
