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RNS Number : 7250F Carr's Group PLC 22 April 2025
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
22(nd) April 2025
Carr's Group plc
("Carr's", the "Group" or the "Company")
Completion of sale of Engineering Division
and
Notice of Results
Carr's (CARR.L) is pleased to confirm that, further to the announcement on 16
January 2025 (the "Disposal Announcement"), it has completed the sale of the
Engineering Division to Cadre Holdings, Inc.
Terms of the transaction
In accordance with the terms of sale agreement entered into between the
parties, the Transaction has been successfully concluded for cash
consideration on a cash free, debt free basis, representing an enterprise
value of £75m.
For the purposes of UKLR 7.3.3, the Company confirms that there has been no
material change affecting any matter contained in the Disposal Announcement.
The separate sale process relating to Chirton Engineering, which forms a part
of the wider Engineering Division but is not being sold to Cadre, remains
ongoing and is progressing positively. The Board will provide a further update
at the time of the Group's interim results.
Use of proceeds
Following Completion and subject to shareholder approval, the Board intends to
return up to £70m via the Capital Return described in the Disposal
Announcement, with any remaining proceeds expected to be used for general
corporate purposes and to fund strategic growth within Agriculture.
Further details pertaining to the Capital Return (including timing and
structure) will be announced in due course.
Agriculture Strategy Update
The sale of the Engineering Division represents a critical milestone in Carr's
strategic transition to a pure-play global Agriculture business and commitment
to maximise shareholder value.
Operating under the revised and streamlined structure will enhance the Group's
financial and operational efficiencies and improve its long-term quality of
earnings. With new leadership and sector expertise now in place, the Group is
strongly positioned to implement its focused 'Agriculture Strategy' and
capitalise on market leading positions.
The 'Agriculture Strategy' comprises three core elements:
1. Improve operating margin across the global portfolio;
2. Deliver profitable commercial growth in the core business; and
3. Expand into new, extensive grazing based growth geographies.
The transformation of the Agriculture business, under Josh Hoopes and his
leadership team, continues to progress well and at an accelerated pace.
Further details will be provided at the time of the Group's interim results.
Notice of results
The Company intends to announce its results for the six months ended 28
February 2025 on 7 May 2025.
David White, Chief Executive Officer of Carr's, commented:
"I am delighted to announce the successful completion of the sale process,
which marks a significant milestone in delivering value for our shareholders.
I would like to take this opportunity to thank all our colleagues in the
Engineering Division for their dedication and hard work over the years and
wish them every future success under Cadre's ownership.
We have made significant progress implementing our new Agriculture Strategy
for the repositioned business, focused on driving profitable growth and
expanding into new markets. With our streamlined operations, strengthened
leadership team, and clear strategic direction, I am confident about the
Group's ability to deliver sustainable, profitable growth."
Capitalised terms in this announcement shall, unless otherwise defined, have
the same meanings as set out in the Disposal Announcement.
- ENDS -
Enquiries
Carr's Group plc +44 (0) 1228 554 600
Tim Jones, Chairman
Hudson Sandler +44 (0) 20 7796 4133
Nick Lyon / Hattie Dreyfus
Investec Bank plc (Financial Adviser & Joint Broker) +44 (0) 20 7597 5970
David Anderson / Will Brinkley / Tom Brookhouse
Cavendish Capital Markets Limited (Joint Broker) +44 (0) 207 397 1965
Adrian Hadden / Matt Lewis / Hamish Waller
Charlie Combe (ECM)
About Carr's Group plc:
Carr's is a specialist Agriculture business with research proven, value-add
supplements for pasture based livestock.
The business operates manufacturing sites across three different countries,
selling expert-developed feed licks, bagged minerals and boluses under market
leading brands to over 20 countries worldwide.
IMPORTANT NOTICES
This announcement has been issued by, and is the sole responsibility of,
Carr's.
No offer or solicitation
This announcement is not a prospectus and does not constitute or form part of
any offer or invitation to purchase, acquire, subscribe for, sell, dispose of
or issue, or any solicitation of any offer to purchase, acquire, subscribe
for, sell, dispose of or issue, any security.
Overseas jurisdictions
The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law. Persons who are not resident in the
United Kingdom or who are subject to the laws of other jurisdictions should
inform themselves of, and observe, any applicable restrictions or
requirements. Any failure to comply with these restrictions may constitute a
violation of securities laws of any such jurisdictions. To the fullest extent
permitted by law, Carr's disclaims all and any responsibility or liability for
the violation of such restrictions by such person.
Forward-looking statements
This announcement includes statements that are, or may be deemed to be,
'forward-looking statements'. These forward-looking statements can be
identified by the use of forward-looking terminology, including the terms
'believes', 'estimates', 'plans', 'anticipates', 'targets', 'aims',
'continues', 'expects', 'intends', 'hopes', 'may', 'will', 'would', 'could' or
'should' or, in each case, their negative or other variations or comparable
terminology.
These forward-looking statements include matters that are not facts. They
appear in a number of places throughout this announcement and include
statements regarding the Directors' intentions, beliefs or current
expectations concerning, amongst other things, the Group's and, following
Completion, the Continuing Group's results of operations, financial condition,
prospects, growth, strategies and the industries in which the Group and,
following Completion, the Continuing Group operate. By their nature,
forward-looking statements involve risk and uncertainty because they relate to
future events and circumstances.
A number of factors could cause actual results and developments to differ
materially from those expressed or implied by the forward-looking statements,
including, without limitation: conditions in the markets; the market position
of each of the Group and, following Completion, the Continuing Group;
earnings, financial position, cash flows, return on capital and operating
margins of the Group and, following Completion, the Continuing Group;
anticipated investments and capital expenditures of the Group and, following
Completion, the Continuing Group; changing business or other market
conditions; and general economic conditions. These and other factors could
adversely affect the outcome and financial effects of the plans and events
described herein. Forward-looking statements contained in this announcement
based on past trends or activities should not be taken as a representation
that such trends or activities will continue in the future. Subject to any
requirement under the UKLRs, the FCA's Disclosure Guidance and Transparency
Rules or any other applicable law or regulation, neither the Company nor
Investec Bank plc or any other adviser of the Company undertakes any
obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. Investors should not
place undue reliance on forward looking statements, which speak only as of the
date of this announcement.
No profit forecast
Nothing in this announcement is intended as a profit forecast or estimate for
any period and no statement in this announcement should be interpreted to mean
that earnings or earnings per share or dividend per share for the Company for
the current or future financial years would necessarily match or exceed the
historical published earnings or earnings per share or dividend per share for
the Company.
Rounding
Certain figures included in this announcement have been rounded. Accordingly,
figures shown for the same category may vary slightly and figures shown as
totals may not be an arithmetic aggregation of the figures that precede them.
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