Last checked at 21 Feb 2012 07:59
21 February 2012
Flying Brands Limited (the "Company")
Proposed sale of the Gifts Division
The Board is pleased to announce that terms have been agreed, subject to shareholder approval, to dispose of the business and assets of the Gifts Division to Interflora British Unit ("Interflora") (the "Disposal") for a gross consideration of £2.4 million, to be satisfied in cash on completion.
Following the sale of the properties at Retreat Farm and Meadow Springs in December 2011, the Disposal is a continuation of the Board's strategy to enhance shareholder value. The sale of the Gifts Division will effect the Company's full exit from the direct-to-consumer sale of gifts, including cut flowers and houseplants. Following the Disposal, the focus of the continuing group will be on the Gardening Direct and Garden Bird Supplies businesses. The Company intends to use the proceeds for general working capital purposes.
The Gifts Division comprises the Flying Flowers and Flowers Direct businesses along with a small number of retail outlets trading under the Drake Algar brand. Through these businesses, the Gifts Division offers flowers, bouquets and related gifts to customers across the UK. For the year ending 31 December 2010, the Gifts Division generated an operating loss of £0.8 million, and for the six months ending 1 July 2011, an operating loss of £0.8 million. The book value of the assets subject of the Disposal was £3.2 million at 1 July 2011.
The Disposal is a Class 1 transaction and is therefore subject to shareholder approval under the Listing Rules. The Company has also been made aware that Interflora is intending to notify the Office of Fair Trading with respect to the acquisition of the Gifts Division for clearance under the Enterprise Act 2002. Both the Company and Interflora have the right, but not the obligation, to terminate the Disposal if the Office of Fair Trading refers the transaction to the UK Competition Commission. A circular containing details of the Disposal and a notice of extraordinary general meeting will be sent to shareholders in due course.
Pursuant to the Disposal, the Company's normal timetable for the preliminary announcement of full year results in early March has now changed. Currently it is expected that the full year results will be announced in late April. A further announcement on the timing of the full year results will be made in due course.
For further information, please contact:
Flying Brands Limited 01245 228 300
Stephen Cook, Chief Executive
Stuart Dootson, Finance Director
Smithfield Consultants 020 7360 4900
John Kiely