Kerman & Co LLP advises Applegreen plc in connection with its transformational acquisition of a majority stake in Welcome Break and the admission of its enlarged share capital to trading on AIM

November 12, 2018

…Applegreen now holds a 50.1% shareholding in Welcome Break and has management control.

Kerman & Co LLP are pleased to announce they have advised their long standing client Applegreen plc in connection with its acquisition of a 50.01% majority stake in Welcome Break and the admission of its enlarged share capital to trading on AIM.

Applegreen is a major petrol forecourt retailer in the Republic of Ireland with a significant and growing presence in the United Kingdom and the US. From an operational base of 64 sites at the end of 2009, Applegreen has grown to 368 sites as at 30 June 2018, across the Republic of Ireland (184 sites), United Kingdom (112 sites) and the US (72 sites).

Welcome Break is the 2nd largest UK motorway service operator, attracting an estimated 85m motorway customers per annum. Its well established business is compatible with that of Applegreen. The deal will see a significant step up in Applegreen’s earnings and provides a valuable synergy potential across the enlarged group.

As part of the transaction, Applegreen entered into an SPA with NIBC Infrastructure Fund to acquire its 55.02% holding in Welcome Break for a consideration of €361.8m. Applegreen also entered into a separate conditional agreement with Welcome Break Investors LLP, a limited partnership acting by its general partner Arjun Infrastructure Partners LLP (“AIP”), the net impact of which is that Applegreen now holds a 50.01% shareholding in Welcome Break and has management control.

As part of the deal with AIP, Applegreen transferred its UK Motorway Service Area assets (“MSA’s”) and Trunk Road Service Area assets (“TRSA’s”) deemed suitable for transfer, as well as certain of its UK development pipeline assets, to Welcome Break in exchange for a further c.£128m of equity in Welcome Break (“MSA/TRSA transfer”). The MSA’s are located on motorways with large facilities, parking and at least three food and beverage offerings. The TRSA’s are mid-size sites on major roads with seating areas and one to three food and beverage offerings.

Kerman & Co LLP’s Corporate, Property and Capital Markets teams worked closely with Applegreen’s Irish legal advisers, Arthur Cox, in respect of the MSA/TRSA transfer and the admission of the enlarged share capital of Applegreen to trading on AIM.

The Kerman & Co team was led by Janice Martin (Property), Una Deretic (Corporate) and Joan Yu (Capital Markets). The team further comprised of Claudia Otto (Property), Simon Robinson (Property), Coral Yu (Corporate), John Daly (Corporate), Jonathan Bruck (Employment), Eugenie Freeman (Employment), Zane Shihab (Commercial) and Ben McLaughlin (Commercial).

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