Shareholders of The Restaurant Group have approved its £559m bid to acquire Wagamama.
The final vote saw 60% approve the plans, which will see TRG purchase the entire capital of Mabel Topco Limited – the brand’s holding company.
The company said it noted the votes against the deal and would work wiht with investors to address their concerns.
Chair Debbie Hewitt said: “We have engaged extensively with investors throughout this transaction and very much appreciate the time all have given. We are pleased that the majority of our shareholders have approved the acquisition and the associated rights issue, and we would like to thank them for the support they have shown. We are confident that the deal will create significant long-term value.
“The acquisition of Wagamama creates a raft of new opportunities for us to capitalise on in the months and years ahead. We look forward to welcoming the Wagamama team into the business post-completion and thank them alongside all of our Restaurant Group colleagues for keeping focused on delivering for our customers.”
TRG chief executive Andy McCue had previously called the deal an “exciting and transformative opportunity to create a business which can pursue a truly multi-pronged growth strategy”. However it prompted a mixed reaction among analysts and shareholders, with several major investors publically opposing the deal.
Having received approval the acquisition is now expected to complete on 21 December.
TRG has said investing in differentiated propositions aligned to consumer trends was critical to its future success, and that Wagamama was well-positioned to benefit from a number of consumer trends, including the increased focus on healthy options, high interest in Asian food, and the consumer demand for speedy service and convenience through delivery.
TRG also said it believed there is headroom to grow the size of Wagamama’s UK estate by approximately 40 to 60 additional restaurants without saturation. In addition it expects to convert at least 15 TRG sites to the Wagamama brand.
Wagamama currently operates 138 directly-operated restaurants in the UK and the US and 58 franchised restaurants in Europe, the Middle East and New Zealand. TRG said that as at 19 August 2018, 73% of sites had greater than 10 years left on their lease contracts.
On completion of the deal, Jane Holbrook, the current chief executive of Wagamama, will leave the business, with the brand’s chief growth officer, Emma Woods, promoted to chief executive, reporting to Andy McCue. She will lead the business supported by the existing management team. Allan Leighton, current chairman of Wagamama, will join the TRG Board as a non-executive director upon completion.
Precis
The Restaurant Group has confirmed that shareholders have approved its £559m bid to acquire Wagamama. The final vote at this morning’s general meeting saw 60% approve the plans, which will see TRG purchase the entire capital of Mabel Topco Limited – the brand’s holding company. The company said it noted the votes against the deal and would work with investors to address their concerns.
Chair Debbie Hewitt said: “We have engaged extensively with investors throughout this transaction and very much appreciate the time all have given. We are pleased that the majority of our shareholders have approved the acquisition and the associated rights issue, and we would like to thank them for the support they have shown. We are confident that the deal will create significant long-term value. The acquisition of Wagamama creates a raft of new opportunities for us to capitalise on in the months and years ahead. We look forward to welcoming the Wagamama team into the business post-completion and thank them alongside all of our Restaurant Group colleagues for keeping focused on delivering for our customers.”
Having received approval the acquisition is now expected to complete on 21 December.
