Pinewood Studios, the home of many international blockbuster films and movie classics, is set to be acquired by investment fund Venus Grafton in a deal that values the company at £323.3 million (€383.7m).
On February 10th 2016, Pinewood appointed Rothschild to assist with a strategic review of Pinewood’s capital base and structure. The background to the strategic review was that the Company’s shareholder register has been tightly held for a number of years, which has stifled liquidity in the Company’s shares and prevented the Company from obtaining a main market listing. The Board also recognised the requirement for a future funding strategy to be in place in order to build on Pinewood’s successes to date.
The Pinewood Board confirmed the progress of this strategic review process and announced that it has reached agreement with Venus Grafton Sarl (“Venus Grafton”), an indirect wholly-owned subsidiary of PW Real Estate Fund III LP (“PW Fund III”), on the key terms of a possible cash offer for Pinewood by Venus Grafton or one of its direct or indirect wholly-owned subsidiaries (“Bidco”) (the “Possible Offer”) which, if made, the Pinewood Board intends to recommend to Pinewood shareholders (subject to reaching agreement on standard terms and conditions customary for a firm offer of this nature).
Whilst the Pinewood Board continues to believe in the prospects for the business as a standalone company, the Board also recognises that the Possible Offer represents an attractive valuation and premium to the undisturbed share price. The Possible Offer also provides all shareholders with an opportunity to realise their investment which is not otherwise available to them given the relatively illiquid market for Company’s shares on AIM.
Accordingly, the Pinewood Board intends to recommend unanimously any Firm Offer from Bidco which is made on the same terms as the Possible Offer, subject to reaching agreement on standard terms and conditions customary for a Firm Offer of this nature.
Commenting on the Possible Offer, Ivan Dunleavy, Chief Executive of Pinewood, said:
“Pinewood has grown in recent years into a global operation which sits at the forefront of the UK’s creative industries. We believe that we have found the right partner for the business and one that shares our long-term vision for the future of the Group.
Pinewood’s continuing commitment to the UK’s creative industries remains as strong as ever. Staff and customers can be assured that in this new strategic partnership our priority will be to not only maintain, but build on the world class provision of services.”