The two main private equity shareholders in PizzaExpress have agreed to accept less for their stakes than outside investors to help push through the sale of the business to Cinven, it emerged yesterday.
TDR Capital and Capricorn Ventures, who between them own 48 per cent of Gondola Holdings, the group behind the PizzaExpress, Ask and Zizzi restaurant chains, have given irrevocable undertakings to sell their stakes for 400p a share including any dividends. However, other shareholders will be offered 415p a share including any dividends announced by Gondola.
The deal mirrors the agreement Sir Richard Branson struck when he sold his majority stake in Virgin Mobile to NTL for less than the minority shareholders received.
TDR and Capricorn, which have been involved in Gondola for more than four years, are thought to be happy with the return they are getting on their investment. An insider said "It's not altruism - it's clever thinking. They have got their exit route set out." It is thought unlikely they would have got 400p if they had placed the shares.
Gondola's largest institutional shareholder is Fidelity at 9 per cent, and other investors include Merrill Lynch, Standard Life, Henderson and Jupiter. Gondola's management stand to pocket millions of pounds if the takeover goes ahead, with the chairman David Ross in line for £3.9m.
The deal, which is expected to be put together in a month or a two, would take Gondola private less than a year after the company returned to the stock market. It floated at 320p last November, having been away since 2003 when PizzaExpress was taken private by TDR and Capricorn.
They then merged it with Ask Central, the owner of Ask and Zizzi, to create Gondola. PizzaExpress was first floated in 1993 by Luke Johnson, the Channel 4 chairman, with Hugh Osmond and David Page.
Gondola has 518 outlets, 319 of which are branded as PizzaExpress.Reuse content