Ushers goes private with fresh venture capital bid

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The Independent Online
USHERS OF Trowbridge the regional brewer whose shares were floated in March last year at 110p a share, is set to return to the private sector under its existing management after a chequered career as a public company which cost it an estimated pounds 3.5m in fees.

Alchemy, the Guernsey-based venture capital specialist whose initial bid of 117p lapsed after just a fortnight last October after the stock market suffered a sharp fall and the backing finance was withdrawn, returned yesterday with a fresh bid of 112p, which the independent directors have recommended and the main shareholders have agreed to accept.

The offer is 24 per cent above the market price before the initial offer was made on 2 October and 15 per cent above the closing price of 97.5p last Friday. The shares rose 13p to 110.5p yesterday.

Three venture capital groups which hold 49.3 per cent of the shares - Schroders Buy-Out Fund Number 2, SBC Equity Partners and Indelec, an SBC venture fund - have agreed to accept a reduced price of 106p for their holdings in order to bridge a gap between the maximum price the buyout team was willing to offer and the minimum price the independent directors were willing to accept on behalf of the private shareholders.

The management team will also sell their 7.7 per cent stake in the company in a separate deal, and surrender their options over a further 1.4 per cent, in return for a package of new shares and loan stock valued at pounds 2.3m plus pounds 6.25m in cash. Their contracts will be unchanged, and the 330 employees have also been given continuity of employment

Roger North, chief executive, said the buyout would give the management greater freedom to run the business and end a period of uncertainly which had led to a drop in the morale of employees and the departure of several key managers.

Ushers, which owns the brewery in Wiltshire and an estate of 574 pubs in the Midlands, the South and South-west England and South Wales, was originally part of Grand Metropolitan, but was sold off in 1991 to a management team led by three GrandMet directors.

Profits in the year to the end of October rose 29 per cent to pounds 13.4m after exceptional costs of pounds 600,000, on a turnover which increased 17 per cent to pounds 82.3m. Profits were below market forecasts, reflecting the difficult conditions in the industry, but all three divisions increased their contribution to operating profits, the chairman Tom Vyner said yesterday.

The pub estate reported a 14 per cent increase, and 5 per cent on a like- for-like basis, ahead of the UK market average.