The deal will give Booker 40 per cent of the UK cash-and- carry market though the company said it did not expect to run into competition problems with the Office of Fair Trading. Booker said the sector already faced strong competition from the supermarket groups.
Booker's offer has the agreement of the founding Peacock family which controls a 28 per cent share. A hostile counter-bid from SHV Makro, the Dutch group which holds a 14 per cent stake in N&P, is possible.
If the deal goes through it will result in around 1,200 job losses. Booker says 40 depots will close though these are likely to be some of the smaller Booker sites. The N&P head office, which employs 500 staff in London, will also be shut. Booker says the deal will be earnings enhancing within the first year.
It plans pounds 10m of cost-savings in that year, doubling the year after. However, Booker's debts would soar to pounds 400m compared with pounds 90m of net assets. Booker says the debt level would fall by pounds 100m after two years.
Charles Bowen, Booker's chief executive, said the deal would enable the combined group to offer more support to the independent retail sector. "Cash and carry is under pressure. Our customers are getting squeezed more and more. We've got to do something to support them."
Mr Booker said he had been stalking N&P for two years but only heard in the past few weeks that the Peacock family might be interested in selling its stake.
Under the terms of the offer, Nurdin & Peacock shareholders will receive 14 new Booker shares and pounds 154.53 in cash for every 100 N&P shares. Based on a Booker share price of 360.5p, this values each of Nurdin & Peacock's shares at 205p. There is also a cash alternative of 201p.
Nurdin & Peacock's shares rose 68.5p to 200.5p. Booker shares closed 22.5p higher at 383p.
Julian Hardwick, an analyst at BZW, said: "I think it's a good deal for both sides and the logic is pretty compelling. Booker will have a stronger base in the UK from which to expand internationally."
He said it was likely Booker would sell some of its underperforming food businesses.
Tesco price war and Comment, page 21