Under the terms, TRG Shareholder will be entitled to receive 65 pence for a share, a premium of around 67% for the last 12-month period, or 34% on TRG’s closing share price of 48p on 11 October 2023.
The acquisition implies an enterprise value of £701m and a multiple of around 9 times TRG’s Adjusted EBITDA for the twelve months ended 2 July 2023.
The TRG board, which has been advised by Lazard, Centerview and Citi, consider the terms of the Acquisition to be fair and reasonable, and intend to unanimously recommend shareholders vote in favour.
Apollo has closely followed TRG over many years and believes TRG is a high quality and leading company in the casual dining market, with an attractive portfolio of concepts and brands, an experienced management team with a clear vision and strategy for the future.
The US private equity group believes TRG has the necessary capabilities and scale required to attract and retain customers and the best talent in the industry.
The buyer intends to work with the existing management and employees of TRG to support the business, with a view to providing “attractive and sustained growth and development opportunities” for TRG’s stakeholders.
Apollo is highly supportive of TRG’s management strategy and it is confident in the future prospects of TRG’s businesses.
The firm has investments in the consumer, retail and hospitality sectors, Apollo is qualified to support TRG and its management team through the next phase of growth for Wagamama, Pubs and Concessions.
It believes that the development of TRG will be best served as a private business, with access to capital and a long-term investment approach.
This will allow it to continue to deliver on its strategic objectives whilst enabling it to respond to structural changes in its industry in the medium and long term.
The TRG Board believes the certainty provided by the acquisition makes it a superior outcome for TRG Shareholders.