Adairs Limited completed the acquisition of Focus On Furniture Pty Ltd from Monash Investors Pty. Ltd., Refocus Furniture Pty Ltd. and Rob Santalucia.
Adairs Limited (ASX:ADH) agreed to acquire Focus On Furniture from Monash Investors Pty. Ltd., Refocus Furniture Pty Ltd. and Rob Santalucia for AUD 80 million on November 25, 2021. Total consideration comprises AUD 74 million in cash and AUD 6 million placement of ordinary shares in Adairs to the major shareholder and continuing Focus Chief Executive Officer, Rob Santalucia, which are escrowed until the release of the FY23 Adairs Limited results. The consideration is on a debt free basis. The Acquisition will be funded through AUD 74 million of debt with new 3-year term debt facility of AUD 45 million and existing facilities of AUD 29 million and AUD 6 million placement of Adairs shares (approximately 1.0% of ADH) to Rob Santalucia, Focus will continue to operate independently of Adairs, with its existing management team continuing under new contracts. For the FY21 ending June 27, 2021, Focus On Furniture reported Sales of AUD 154 million and Earnings before interest and taxes of AUD 32.8 million. The transaction is expected to close on December 1, 2021. The transaction is expected to be immediately EPS accretive and deliver pro forma double-digit EPS accretion in FY23 (first full year of ownership) and beyond and we see strong growth opportunities that have the potential to drive sales of AUD 250+ million over the next 5 years.
Adairs Limited (ASX:ADH) completed the acquisition of Focus On Furniture Pty Ltd from Monash Investors Pty. Ltd., Refocus Furniture Pty Ltd. and Rob Santalucia on December 1, 2021. Partner Deborah Chew led the team, assisted by Vanessa Murphy and Joy-Yi Zhao and Michael Henderson. Philip Hopley advised on the insurance aspects of the transaction, Michael Parker advised on tax aspects, while Mark Dunphy and Senior Associate Nhu Thuy Dinh advised on employment matters of Hall & Wilcox acted as legal advisors to shareholders of Focus On Furniture in the transaction. Andrew Clyne of Herbert Smith Freehills acted as legal advisor to Adairs Limited (ASX:ADH).