Proposed sale of Costa 31 August 2018 PROPOSED SALE OF COSTA AUGUST 2018

Transcription

1 Proposed sale of Costa 31 August 2018

2 Summary Proposed sale of Costa to The Coca-Cola Company Highly attractive transaction benefitting all stakeholders Recognises strategic value in Costa brand & international potential Enterprise value of 3.9 billion (16.4x Costa FY18 EBITDA) Significant majority of net proceeds to be returned to shareholders Transaction is conditional on shareholder & other approvals Whitbread to focus on attractive structural growth opportunities for Premier Inn in the UK & Germany A leading international coffee brand Almost 4,000 stores in 32 countries Over 8,000 self-serve Express machines Growing in-home and wholesale business World s largest total beverage company Strong global product, distribution & vending platform Strong opportunities to grow the Costa brand worldwide 2

3 Value & transition Significant premium to previous demerger plan Compelling valuation EV multiple of 16.4x Costa FY18 EBITDA Significantly higher than currently reflected in Whitbread s market value Premium to the value that could be created by Costa through demerger Recognises strategic value of Costa brand, multi-channel capabilities & international growth potential Coca-Cola delivers strong synergies in product, distribution and vending Shareholders to realise value in cash Supporting a smooth transition Whitbread will support Costa & Coca- Cola during transition phase TSA involves IT, procurement & HR services Transition expected to be months Restructuring costs to be incurred as part of separation Dominic Paul will remain Costa Managing Director No other changes to Whitbread Executive team 3

4 Timeline & proceeds Completion expected in first half of 2019 Approval timeline Transaction is conditional on shareholder and various other approvals Shareholder offering circular to be distributed as soon as is practicable General Meeting to be held in October 2018 Completion expected in first half of 2019 Transaction consideration due at time of completion Use of proceeds Transaction and separation costs of approximately 100 million Significant majority of net proceeds to be returned to shareholders Appropriate routes to return proceeds considered at completion Pension Trustees and some debt providers require consultation Strategic progress and future plans discussed at capital markets day in early

5 Whitbread Enhanced focus on Premier Inn in UK & Germany Market position Competitive & structural advantages Building strategic momentum Strong return on capital Long-term structural opportunity UK s leading hotel chain with almost 800 hotels comprising 72,000 rooms Largest UK network by comfortable gap Leading digital & direct distribution model Strong freehold property underpinnings Significant UK capacity additions with high occupancy, good ROC and fast maturity Digital distribution gap widening Almost 35% capacity increase in last 4 years Returns consistently above 13% Pipeline to 85,000 rooms secured Line-of-sight to over 100,000 rooms Strong pipeline to deliver 32 hotels comprising 6,000 rooms by 2020/21 Significantly fragmented market with independent market share approx. 75% Flexible freehold/leasehold/acquisition model Strong customer feedback following 2-year Frankfurt trial, consistently #1 on TripAdvisor Leveraging UK digital distribution capability Initial market-entry model delivers return on capital above WACC Further expansion has strong premium to WACC German market is 35% larger than the UK Potential to replicate the scale and success of the UK business 5

6 Cautionary statement Nothing contained in this presentation is intended to constitute an offer, invitation or inducement to engage in an investment activity for the purposes of the prohibition on financial promotions under the Financial Services and Markets Act In making this presentation available, Whitbread plc makes no recommendation to purchase, sell or otherwise deal in shares in Whitbread plc or any other securities or investments whatsoever and you should neither rely nor act upon, directly or indirectly, any of the information contained in this presentation in respect of such investment activity. The securities referred to in this presentation have not been and will not be registered under the U.S. Securities Act of 1933 (the US Securities Act ) and may not be offered, sold or transferred within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act. No representations, express or implied, are given in, or in respect of, this presentation. To the extent permitted by law, Whitbread plc, and its subsidiaries, shareholders, affiliates, representatives, partners, directors, officers, employees, advisors or agents shall not be liable for any direct, indirect or consequential loss or loss of profit arising from the use of this presentation, its content or otherwise arising in connection therewith. Certain statements included or incorporated by reference within this presentation may constitute forward looking statements in respect of Whitbread plc s operations, performance, prospects and/or financial condition. Such statements are based on Whitbread plc s current expectations and beliefs concerning future events and are subject to a number of known and unknown risks and uncertainties that could cause actual events or results to differ materially from any expected future events or results referred to in these forward looking statements. Such statements are also based on numerous assumptions regarding Whitbread plc s present and future strategy and the environment in which it operates, which may not be accurate. Whitbread plc undertakes no obligation to update any forward looking statements contained in this presentation or any other forward looking statements it may make. Nothing in this presentation should be construed as a profit forecast. Past performance cannot be relied upon as a guide to future performance and persons needing advice should consult an independent financial advisor. 6

7 CONTACTS Matt Johnson Investor Relations Director E matt.johnson@whitbread.com M Ann Hyams Investor Relations Manager E ann.hyams@whitbread.com M Whitbread plc Whitbread Court, Houghton Hall Business Park, Porz Avenue, Dunstable, LU5 5XE vcard W E investorrelations@whitbread.com T PROPOSED SALE PROPOSED OF COSTA SALE OF COSTA 31 AUGUST AUGUST