Viva Leisure Ltd. · ASX:VVA
Viva Leisure — Merger or Acquisition (June 2024)
37 slides from Viva Leisure's merger presentation, Jun 6, 2024
Slide 1: Acquisitions & Trading Update
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES INVESTOR PRESENTATION ACQUISITIONS, & TRADING UPDATE 6 JUNE 2024 ASX | VVA
Slide 2: Important Notice & Disclaimer
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES IMPORTANT NOTICE & DISCLAIMER This presentation has been prepared by Viva Leisure Limited ("Viva Leisure") in relation to an institutional placement of new fully paid ordinary shares in Viva Leisure ("Placement" or "Offer"). Summary information Th
Slide 3: Important Notice & Disclaimer (cont.)
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES IMPORTANT NOTICE & DISCLAIMER (CONT.) To the maximum extent permitted by law, Viva Leisure, Unified Capital Partners Pty Ltd as the sole lead manager, bookrunner and underwriter to the Offer ("Underwriter") the Limited Parties (as defined below) a
Slide 4: Important Notice & Disclaimer (cont.)
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES IMPORTANT NOTICE & DISCLAIMER (CONT.) Investors acknowledge and agree that determination of eligibility of investors for the purposes of the Offer is determined by reference to a number of matters, including legal and regulatory requirements, logi
Slide 5: Contents
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EXECUTIVE SUMMARY 7 TRANSACTION OVERVIEW 10 STRATEGIC RATIONALE 17 TRADING UPDATE 23 EQUITY RAISING OVERVIEW & TIMETABLE 27 APPENDIX 31
Slide 6: Welcome
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES WELCOME Viva Leisure is pleased to announce the launch of a fully underwritten $16 million equity raising to complete two acquisitions and update the market on its recent trading. “ Our journey has been one of growth, innovation, and unwavering co
Slide 7: Executive
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EXECUTIVE ASX | VVA ACQUISITIONS, CAPITAL RAISING H1 FY2024 AND PRESENTATION RESULTS TRADING UPDATE PRESENTATION 7
Slide 8: Executive Summary: Club Lime to Enter the Western Australian Market
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EXECUTIVE SUMMARY CLUB LIME TO ENTER THE WESTERN AUSTRALIAN MARKET Viva Leisure has entered into binding agreements for two strategic acquisitions (together, the ‘Acquisitions’) for eight health club locations in Western Australia HIGHLIGHTS A
Slide 9: Executive Summary: Club Lime to Enter the Western Australian Market
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EXECUTIVE SUMMARY CLUB LIME TO ENTER THE WESTERN AUSTRALIAN MARKET Well located club portfolios, conducive to Viva Leisure’s hub and spoke model and 5% existing Plus Fitness corporate locations Provides significant footprint for Club Lime to e
Slide 10: Overview
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OVERVIEW
Slide 11: Transactions Overview
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES TRANSACTIONS OVERVIEW ACQUISITIONS STRENGTHEN AND DIVERSIFY VIVA LEISURE’S MARKETS AND ACCELERATE GROWTH PLANS HIGHLIGHTS Viva Leisure has entered into binding agreements for two strategic acquisitions (together, the ‘Acquisitions’) for eight he
Slide 12: Overview Acquisition 1
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OVERVIEW ACQUISTION 1 ESTABLISHED IN 2007 Established Financial Conversion to Management Membership Club Lime Locations Performance Agreement Location 5 locations, including Approximately 10,000 In FY24, the Acquisition is Clubs to be rebranded an
Slide 13: Overview Acquisition 2
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OVERVIEW ACQUISTION 2 ESTABLISHED IN 2012 Established Financial Conversion to Franchised Membership Club Lime Locations Performance Group 3 large locations Approximtely 10,000 In FY24, the Acquisition is Clubs to be rebranded and Locations are par
Slide 14: Map of Locations
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES MAP OF LOCATIONS PLUS FITNESS CORPORATE & ACQUIRED LOCATIONS COMPLEMENT EACH OTHER Western Australia – All Locations – Zoomed Out North of Perth CBD 2 locations Legend Plus Fitness Corporate (14 Locations) 2 locations Acquisition 1 (5 locations) A
Slide 15: Map of Locations
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES MAP OF LOCATIONS PLUS FITNESS CORPORATE & ACQUIRED LOCATIONS COMPLEMENT EACH OTHER Perth CBD South of Perth CBD Legend 2 locations Circle heatmap shows a 3km radius from location ASX | VVA ACQUISITIONS, CAPITAL RAISING H1 FY2024 AND PRESENTATION R
Slide 16: Map of Locations
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES MAP OF LOCATIONS PLUS FITNESS CORPORATE & ACQUIRED LOCATIONS COMPLEMENT EACH OTHER Lakelands to Erskine, WA Dalyellup, WA Circle heatmap shows a 3km radius from location ASX | VVA ACQUISITIONS, CAPITAL RAISING H1 FY2024 AND PRESENTATION RESULTS TR
Slide 17: Strategic
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES STRATEGIC
Slide 18: Acquisition Rationale
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES ACQUISITION RATIONALE Enhances Viva Leisure’s core brand (Club Lime) with an existing and established successful A natural extension of Viva Leisure’s strategy network of locations in a new market (Western Australia). Viva Leisure prefers to enter
Slide 19: The Western Australian Market
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES THE WESTERN AUSTRALIAN MARKET ONE OF AUSTRALIA’S MOST UNDERSERVICED MARKETS HIGHLIGHTS The Western Australia (WA) market according to IBIS ESTABLISHMENTS POPULATION World is under-serviced STATE / TERRITORY % % when comparing the Australian perc
Slide 20: Building a National Platform
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES BUILDING A NATIONAL PLATFORM FROM HUMBLE BEGINNINGS IN ONE STATE/TERRITORY TO NOW COVERING SIX 183 HIGHLIGHTS National platform provides Locations* basis to serve a larger 4 addressable market and extract operating efficiencies. 32 Large address
Slide 21: Competitive Landscape
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES COMPETITIVE LANDSCAPE SIGNIFICANT OPERATOR IN THE MARKET 566 Viva Leisure now owns and operates the second-largest network in Australia (349^) and with a total of 183 corporate locations this also positions the company as the nation’s second-large
Slide 22: Financial Metrics: Pro Forma Including Acquisitions
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES FINANCIAL METRICS PRO FORMA INCLUDING ACQUISITIONS PRO FORMA WITH FY2024 COMBINED GROUP VIVA LEISURE ACQUISIT- FY2023 PRO FORMA GROWTH FORECASTS SYNERGIES PRO FORMA GUIDANCE RANGE IONS RESULTS VERSUS FY2023 SYNERGIES (ex AASB16) RANGE Revenue 162.
Slide 23: Trading
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES TRADING
Slide 24: FY2024 Guidance Reaffirmed
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES FY2024 GUIDANCE REAFFIRMED A YEAR OF CONSOLIDATION AND GROWTH HIGHLIGHTS FY2024 Guidance Revenue Range EBITDA Range Based on information currently available FY2024 FY2024 and barring any unforeseen events, Viva Leisure reaffirms this guidance for
Slide 25: Continued Momentum with Strong Performance Heading into FY2025
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES CONTINUED MOMENTUM WITH STRONG PERFORMANCE HEADING INTO FY2025 CURRENT TRADING Record Annualised Revenue Run Rate (ARRR) as at May 2024 Members as at end of May 2024 were approximately 195,000. The group has grown by ~28,000 members for FY2024 bef
Slide 26: Member Growth
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES MEMBER GROWTH MEMBER GROWTH IN CORPORATE OWNED LOCATIONS CONTINUES Network Membership Corporate Membership +11.3% +19.2% 385 217 20 5 20 346 345 336 3 4 3 2 320 298 297 182 360 28 343 341 275 333 15 31-Dec-20 30-Jun-21 31-Dec-21 30-Jun-22 31-Dec-2
Slide 27: Equity Raising Overview
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EQUITY RAISING OVERVIEW
Slide 28: Equity Raising Overview
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EQUITY RAISING OVERVIEW OFFER DETAILS Fully underwritten institutional placement (“Equity Raising” or “Placement”) to professional and sophisticated investors to raise $16.0 million (the “Offer”) Offer Structure & Size The Placement of approxi
Slide 29: Sources and Uses of Funds
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES SOURCES AND USES OF FUNDS SOURCES AND USES OF FUNDS $M SOURCES SOURCES OF FUNDS Capital raise of $16.0 million via underwritten institutional placement Capital Raising 16.0 Debt funding through Commonwealth Bank Market Rate loan facility to as
Slide 30: Equity Raising Timetable
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES EQUITY RAISING TIMETABLE EVENT DATE1 Trading Halt Thursday 6 June 2024 Pre Market Open Announcement of Completion of Equity Raising Friday 7 June 2024 Pre Market Open Trading Halt Lifted, Trading Recommences Friday 7 June 2024 Settlement of New Sh
Slide 31: Appendices: Key Risks & Foreign Offer Restrictions
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES APPENDICES KEY RISKS &
Slide 32: Key Risks
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES KEY RISKS This section outlines some of the key risks associated with an investment in Viva Leisure shares, together with risks relating As completion of the Acquisitions will occur only after completion of the Institutional Placement, there is a
Slide 33: Key Risks (continued)
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES KEY RISKS (continued) Transition There is a risk that regulatory restrictions may become more burdensome in the future. If this occurs, Viva The transition of ownership in connection with the Acquisitions brings with it a range of risks that need
Slide 34: Key Risks (continued)
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES c) KEY RISKS (continued) at any time the S&P/ASX 300 Index is at a level that is 10% or more below its level as at the close of trading on the last t) a certificate which is required to be furnished by Viva Leisure under the Placement Agreement wh
Slide 35: Key Risks (continued)
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES KEY RISKS (continued) Acquisition risks General risks Viva Leisure's long-term business strategy includes pursuing acquisitions. Viva Leisure may be involved in General economic condition confidential discussions with potential target businesses a
Slide 36: Foreign International Offer Restrictions
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES FOREIGN INTERNATIONAL OFFER RESTRICTIONS New Zealand This document does not constitute an offer of new ordinary shares (“New Shares”) of the Company in any This document has not been registered, filed with or approved by any New Zealand regulatory
Slide 37: NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES Email: investor.relations@vivaleisure.com.au Harry Konstantinou CEO & Managing Director Kym Gallagher CFO ASX | VVA