12 January 2007 - Total Produce plc, Europe's leading fresh produce company, announces that it has acquired 100% of Redbridge Holdings Ltd (“Redbridge”), the UK fresh produce company, for a maximum cash consideration of STG£11.75 million (EUR 17.5 million).
The consideration comprises an initial cash payment of STG£8.75 million (EUR13 million) plus a further cash payment of up to STG£3 million (EUR4.5 million) payable in 2010 if certain minimum profit targets are reached during the three years ended 31 December 2009. The aggregate cost of the transaction reflects a net liability of STG£3.8 million (EUR 5.5 million) arising from a deficit in Redbridge’s defined benefit pension scheme, bringing the total effective maximum cost to STG£15.5 million (EUR 23 million).
Redbridge is a leading fresh produce company holding strong market positions in the retail and wholesale sectors in the UK. It recorded turnover of STG£236 million (EUR 352 million) in 2006. Headquartered in Peterborough, the company has 668 employees. Denis Punter, the Chairman of Redbridge will retain this role in the company and is being appointed Chairman of Total Produce Limited, the principal UK subsidiary of Total Produce plc. Seamus Mulvenna, the Managing Director of Total Produce Limited is also being appointed Managing Director of Redbridge and Roger Allmond who was the Chief Operating Officer of Redbridge is being appointed Finance Director of Redbridge and of Total Produce Limited.
Commenting on the transaction, Carl McCann, Chairman of Total Produce said: “We are very pleased that Redbridge has become part of the group. This substantial company is a very important addition to our UK business. Denis, Roger and the team in Redbridge have built a very impressive and efficient business with very significant geographic and product strengths.”
Mr Denis Punter, Chairman of Redbridge said: “Redbridge is combining its activities with Total Produce which will create a much larger UK business. We believe that this is the right move to build and expand the business and to provide the very best service to our customers. We are very pleased to have joined with Total Produce, Europe’s largest fresh produce company.”
Excluding the net pension liability of STG£3.8 million (EUR 5.5 million), Redbridge has net assets with a value of approximately STG£4.8 million (EUR7.2 million) at completion. The company recorded turnover of STG£236 million (EUR352 million) and profit before tax and exceptional items of STG£2.4 million (EUR 3.6 million) in the year ended 30 September 2006. Total Produce expects the acquisition to be earnings enhancing from the date of completion.
Total Produce is one of the leading operators within the European general produce sector. The group is comprised of the general produce business which was demerged from Fyffes plc on 30 December 2006. This business recorded turnover of €1.7bn and operating profits of €32m in the year ended 31 December 2005. Including Redbridge, the group generates a turnover in excess of EUR 2 billion, has almost 3,900 employees and trades from more than 80 facilities throughout Europe. Shares in Total Produce were admitted to trading on the IEX and AIM markets of the Dublin and London stock exchanges on the 2nd January 2007.