TRG shareholders approve £506m Apollo deal

The Restaurant Group shareholders have formally voted in favour of the company sale to US-based private equity company Apollo Global Management for £506m. 

During a general meeting held yesterday (27 November), 93.5% of shareholders voted in favour of the cash acquisition of the group, which includes Wagamama and the pub group Brunning & Price. 

The deal will see the company become a privately-owned group with company shares valued at 65p.

Following approval, the sale is now expected to conclude on 21 December. 

The acquisition implies an enterprise value of £701m and a multiple of approximately nine times TRG’s adjusted EBITDA for the 12 months ended 2 July 2023.

In March 2023, TRG announced its medium-term strategy to deliver significant adjusted EBITDA margin accretion over a three-year time horizon. Since the announcement, TRG has made strong progress against the margin accretion plan, delivering two earnings upgrades during FY23 and capturing £5m incremental annualised cost savings.

In addition, the TRG board had also reviewed further strategic options for the future shape of the portfolio, including through proactive discussions with possible purchasers for other TRG businesses. 

Apollo had closely followed TRG over many years and believed that TRG was a high quality and leading company in the casual dining market with an attractive portfolio of concepts and brands. While the initial proposal received was not successful, during a period of negotiations Apollo made a further three proposals, resulting in the acquisition price at 65p per TRG share. 

In addition to the financial terms of the acquisition, the TRG directors have also given due consideration to the assurances given by Apollo to its intentions with respect to the future operation of the business, including Apollo’s intentions to “continue growing the business, and the importance placed by Apollo on the existing employees of TRG”.