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Purplebricks Group Plc (PURP)
Purplebricks Group Plc: Trading update and Launch of Strategic Review
17-Feb-2023 / 07:00 GMT/BST
Dissemination of a Regulatory Announcement that contains inside
information in accordance with the Market Abuse Regulation (MAR),
transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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THIS IS AN ANNOUNCEMENT UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND
MERGERS (THE "CODE") AND IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO
MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO CERTAINTY THAT
SUCH AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER MIGHT
BE MADE.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE
7 OF REGULATION 596/2014 AS AMENDED AND TRANSPOSED INTO UK LAW IN
ACCORDANCE WITH THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").
Purplebricks Group plc
("Purplebricks", the "Company" or the "Group")
Trading Update and Launch of Strategic Review
Purplebricks Group plc (AIM: PURP), the UK's leading tech-led estate
agency business, provides an update on trading in respect of the financial
year ending 30 April 2023 (“FY23”), and announces the commencement of a
strategic review.
Trading Update
Since the Group published its Interim Results on 8 December 2022,
implementation of its turnaround plan has continued at pace. A key
component of the turnaround plan in Q3 FY23 was the implementation of
Purplebricks’ revised go-to-market strategy, which aims to focus resource
and investment into the regions which are currently profitable and those
where there remains the largest opportunities for market share growth.
Implementation has taken place but it has involved more disruption to the
sales field than originally envisaged in order to achieve the required
cost savings and efficiency improvements. This process has resulted in
approximately £1.2m of one-off exceptional costs being incurred in H2 FY23
to date. As a result of this disruption, the instruction numbers achieved
in Q3 FY23 were lower than the Board’s previous expectations.
In response to the lower instruction levels, the Board has proactively
identified £4m of further annualised cost savings in addition to those
communicated at the time of the Interim Results. These additional savings
will be achieved by streamlining the lettings business and more
conservative investment in the ramp up of the mortgages business. The
restructured sales field operation is now benefitting from the leadership
of the Group’s new Chief Sales and Marketing Officers, who both joined in
January 2023. Purplebricks also implemented a fee increase on 1 February
which will increase ARPI going forward.
Notwithstanding the positive operational changes made for the long term
health of the business, the impact of lower instruction levels during Q3
FY23 has resulted in the Board revising its expectations for full year
performance.
The Group now expects to deliver revenue for FY23 of between £60 million
and £65 million, and an adjusted EBITDA loss of between £15 million and
£20 million.
As a result of its turnaround plan, the Group continues to expect positive
cash generation in early FY24.
Strategic Review
The Board believes that Purplebricks’ business and brand has significant
value. The Purplebricks brand benefits from over a decade building best in
class brand recognition within the UK estate agency market. The Group,
through its turnaround plan, is positioning itself well for the future,
having laid the foundations to invest in existing and new revenue streams,
such as lettings and financial services, and thereby generate material
long term profitability and cash flow.
The Board recognise that the potential of the Group may be better realised
under an alternative ownership structure, and has, therefore, decided to
conduct a strategic review of the Group’s business (the “Strategic
Review”) with the aim of delivering maximum value for shareholders. The
Group has appointed Zeus as its Financial Adviser to assist with the
Strategic Review. The outcome of the Strategic Review may or may not
result in a sale of the Company or some or all of the Group's business and
assets.
As a consequence of this announcement, an ‘offer period’ has now commenced
in respect of the Company in accordance with the rules of the Code and the
attention of shareholders is drawn to the disclosure requirements of Rule
8 of the Code, which are summarised below. The Company is not in talks
with any potential offeror and is not in receipt of any approach with
regard to a possible offer.
Helena Marston, CEO said:
“We have undertaken a huge amount of work in the last 9 months to improve
our sales business, raise standards, establish Purplebricks Financial
Services, and stabilise lettings, all of which means the Company has never
been in better shape for the future. Yes, the actions we have taken have
caused more short-term disruption to our Q3 performance than anticipated,
but we remain confident in returning to positive cash generation in early
FY24. We recognise that our upside potential is not currently reflected
in our market valuation, which is why the entire Board has therefore
concluded that a strategic review is now in the best interests of all
shareholders.”
Enquiries
Purplebricks
Helena Marston (CEO) and Dominique Highfield Via M7 Communications Ltd
(CFO)
Zeus (Financial Adviser, Nominated Adviser & + 44 (0)20 3829 5000
Broker)
Jamie Peel, James Hornigold (Investment
Banking)
Benjamin Robertson (Corporate Broking)
M7 Communications
+44 (0)7903 089 543
Mark Reed
mark@m7communications.co.uk
The person responsible for arranging for the release of this announcement
on behalf of the Company is Dominique Highfield, Chief Financial Officer.
About Purplebricks
Purplebricks is a leading technology-led estate agency business, based in
the UK. Purplebricks combines highly experienced and professional Local
Property Partners and innovative technology to help make the process of
selling, buying or letting more convenient, transparent and cost
effective. Purplebricks shares are traded on the London Stock Exchange AIM
market.
Appendix - Profit Forecast
The section of this announcement entitled ‘Trading Update’ contains the
following statement:
“The Group now expects to deliver revenue for FY23 of between £60 million
and £65 million, and an adjusted EBITDA loss of between £15 million and
£20 million.“
This statement constitutes a profit forecast for the purposes of Rule 28
of the Code (the “FY23 Profit Forecast”). Set out below is the basis of
preparation of the FY23 Profit Forecast and the assumptions on which it is
based.
Basis of preparation
The FY23 Profit Forecast has been prepared on a basis consistent with the
Group's accounting policies which are in accordance with IFRS. These
policies are consistent with those applied in the preparation of the
Group's annual results for the year ended 30 April 2022.
Assumptions
The FY23 Profit Forecast is based on the assumptions listed below:
• There will be no material changes to existing prevailing
macroeconomic, regulatory or political conditions in the markets and
regions in which the Group operates.
• There will be no material adverse events (internal or external to the
Group) that will have a significant impact on the Group's financial
performance.
• There will be no material change in the availability or cost of
mortgage financing for UK property purchasers.
• There will be no material impact on stakeholder relationships arising
from the Strategic Review.
• There will be no material change in the Group’s market share or
conversion rates as a result of the recently introduced price
increase, or other market factors.
Directors' confirmation
The Directors have considered the FY23 Profit Forecast and confirm that it
has been properly compiled on the basis of the assumptions set out above
and the basis of the accounting used is consistent with the Group's
accounting policies.
Important information
This announcement 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 whether pursuant to this announcement or otherwise.
This announcement (including any information incorporated by reference in
this announcement) contains statements about the Company that are or may
be deemed to be forward looking statements. Without limitation, any
statements preceded or followed by or that include the words "targets",
"plans", "believes", "expects", "aims", "intends", "will", "may",
"anticipates", "estimates", "projects" or words or terms of similar
substance or the negative thereof, may be forward looking statements.
These forward-looking statements are not guarantees of future performance.
Such forward-looking statements involve known and unknown risks and
uncertainties that could significantly affect expected results and are
based on certain key assumptions. Many factors could cause actual results
to differ materially from those projected or implied in any
forward-looking statements. Due to such uncertainties and risks, readers
should not rely on such forward-looking statements, which speak only as of
the date of this announcement. The Company disclaims any obligation or
responsibility to update publicly or review any forward-looking or other
statements contained in this announcement, except as required by
applicable law.
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
jurisdictions.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in one per
cent. or more of any class of relevant securities of an offeree company or
of any securities exchange offeror (being any offeror other than an
offeror in respect of which it has been announced that its offer is, or is
likely to be, solely in cash) must make an Opening Position Disclosure
following the commencement of the offer period and, if later, following
the announcement in which any securities exchange offeror is first
identified.
An Opening Position Disclosure must contain details of the person’s
interests and short positions in, and rights to subscribe for, any
relevant securities of each of (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a person
to whom Rule 8.3(a) applies must be made by no later than 3.30 p.m.
(London time) on the 10th business day following the commencement of the
offer period and, if appropriate, by no later than 3.30 p.m. (London time)
on the 10th business day following the announcement in which any
securities exchange offeror is first identified. Relevant persons who deal
in the relevant securities of the offeree company or of a securities
exchange offeror prior to the deadline for making an Opening Position
Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested
in one per cent. or more of any class of relevant securities of the
offeree company or of any securities exchange offeror must make a Dealing
Disclosure if the person deals in any relevant securities of the offeree
company or of any securities exchange offeror. A Dealing Disclosure must
contain details of the dealing concerned and of the person’s interests and
short positions in, and rights to subscribe for, any relevant securities
of each of (i) the offeree company and (ii) any securities exchange
offeror, save to the extent that these details have previously been
disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule
8.3(b) applies must be made by no later than 3.30 p.m. (London time) on
the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a securities
exchange offeror, they will be deemed to be a single person for the
purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and
by any offeror and Dealing Disclosures must also be made by the offeree
company, by any offeror and by any persons acting in concert with any of
them (see Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be
made can be found in the Disclosure Table on the Panel’s website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror
was first identified. You should contact the Panel’s Market Surveillance
Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are
required to make an Opening Position Disclosure or a Dealing Disclosure.
Rule 2.9 disclosure
For the purposes of Rule 2.9 of the Code, the Company confirms that as at
close of business on 16 February 2023, being the last practicable business
day prior to the date of this announcement, its issued share capital
consisted of 306,806,039 ordinary shares of £0.01 each in issue (the
“Ordinary Shares”). The International Securities Identification Number for
the Ordinary Shares is GB00BYV2MV74.
Publication on a website
In accordance with Rule 26.1 of the Code, a copy of this announcement will
be made available (subject to certain restrictions relating to persons
resident in restricted jurisdictions) on Purplebricks’ website at
1 https://www.purplebricksplc.com/investors by no later than 12 noon
(London time) on the first business day following the date of this
announcement. For the avoidance of doubt, the content of the website
referred to in this announcement is not incorporated into and does not
form part of this announcement.
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ISIN: GB00BYV2MV74
Category Code: TST
TIDM: PURP
LEI Code: 2138003JWQLI3386BB56
Sequence No.: 223839
EQS News ID: 1562265
End of Announcement EQS News Service
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References
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