STOCK EXCHANGE RELEASE 1 August 2014, 12:00
RESTAMAX PURCHASED A MAJORITY OF STAFF INVEST GROUP'S LABOUR HIRE SERVICE
Restamax Group has purchased a majority of Staff Invest group's labour hire
service operations. The operations and ownership of the object of acquisition
are transferred on 1 August 2014, and the operations will from then on be
included in the Restamax Group and reported as a separate segment.
The total purchase price for the object of corporate acquisition is
approximately MEUR 7.7 with the added difference of the current assets and
borrowed funds of the subsidiaries specified below in accordance with their
financial statements on 31 July 2014. The purchase price will be paid in cash.
Approximately MEUR 7.0 of the purchase price will be paid on 1 August 2014, the
date of transferring ownership. MEUR 0.7 of the purchase price will be paid to
the vendor in 24 equal monthly instalments starting on 1 September 2014. The
final purchase price will be determined based on financial statements issued on
31 July 2014 no later than on 31 December 2014, by which date the difference
between the current assets and borrowed funds of the companies to be purchased
will also be paid to the vendor in accordance with the companies' financial
statements of 31 July 2014.
The corporate acquisition is bank-funded within the framework of Restamax Plc's
current funding limits. Some of the purchase price will be paid to the vendor
within a payment period.
The object of acquisition comprises about 75 per cent of all Staff Invest
group's business operations. Staff Invest group's turnover in the financial
period which ended on 31 July 2013 was approximately MEUR 18.0, EBITDA MEUR 2.2
and the income of the financial period MEUR 1.2. The estimated turnover of the
object of acquisition in the financial period ending on 31 July 2014 is
approximately MEUR 13.4, with an estimated EBITDA of approximately MEUR 1.8.
Restamax's share of the turnover of the object of acquisition in the financial
period ending on 31 July 2014 was approximately MEUR 8. The object of
acquisition has close to 100 corporate clients. The majority of these clients
operate in the restaurant industry.
The object of acquisition's stock of contracts in the field of labour hiring
services is worth approximately MEUR 33.5 (30 June 2014).
The object of acquisition comprises the labour hiring services and customer
contract base of Staff Invest, and the shares of Staff Invest in certain Staff
Invest subsidiaries, which conduct labour hiring services, as follows:
Max Henkilöstöpalvelut Oy 100%
Resta Henkilöstöpalvelut Oy 100%
Staffpark Oy 100%
Staffline Oy 100%
Vanajanpalvelut Oy 80%
Staffline Länsi-Suomi Oy 80%
The majority of the vendor's shareholders are parties related to Restamax Plc,
which makes the corporate acquisition a related party transaction.
The property of Staff Invest Oy is divided as follows: Wawe Capital Oy 45%,
Avemari Oy 27.5%, Eiran Ravintolatoimi Oy 11.25%, JV-Staff Oy 11.25% and Mr Max
Oy 5%. Of the shareholders, Wawe Capital Oy is controlled by the spouse of Timo
Laine who is the Chair of the Board of Directors of Restamax Plc; Mr Max Oy is
jointly owned by Timo Laine and Restamax Plc board member Mikko Aartio; the
chief shareholder of Eiran Ravintolatoimi Oy is Mikko Aartio while Timo Laine
from Avemari Oy owns half the company through Almalex Capital Oy, which he
Markku Virtanen, CEO, Restamax Plc, tel. +358 400 836 477
Jarno Suominen, CFO, Restamax Plc, tel. +358 40 721 5655
NASDAQ OMX Helsinki
Restamax Plc is a Finnish restaurant business group established in 1996 that
also offers labour hire services. The company, which listed at NASDAQ OMX
Helsinki Oy in 2013 and became the first Finnish listed restaurant company, has
continued to grow steadily throughout its history. The group companies include
over 80 restaurants, cafés, pubs and nightclubs all over Finland. Well-known
restaurant concepts of the group include, among others, Gringos Locos, Bodega
Salud, Viihdemaailma Ilona, Classic American Diner, Daddy's Diner, Stefan's
Steakhouse and Wayne's Coffee Finland. Restamax Plc employs approximately 900
people, the Group's pro forma turnover in 2013 was MEUR 87.0 and EBITDA MEUR
Restamax company website: www.restamax.fi, Restamax consumer website: