Ferguson Enterprises Inc. · NYSE:FERG
Ferguson Enterprises — Wolseley — Merger or Acquisition (May 2009)
7 slides from Ferguson Enterprises's merger presentation, May 6, 2009
Slide 1: Joint Venture Of Stock Building Supply
The name the world builds on Joint Venture Of Stock Building Supply 6 May 2009 This presentation contains certain forward-looking statements. By their nature, such statements involve uncertainty; as a consequence, actual results and developments may differ from those expressed in or implied by such
Slide 2: Background
Background Disposal through JV in line with stated strategy announced in March 2009 Deconsolidates Stock’s losses from Wolseley financial statements Creates ability for Wolseley shareholders to share in upside value potential JV partner will fund future losses and working capital requirements going
Slide 3: Overview of Transaction
Overview of Transaction Agreement signed with The Gores Group LLC to enter into a Joint Venture (“JV”) of Stock Building Supply (“NewCo”), with Wolseley retaining a 49% equity interest Sale effected with a pre-packaged Chapter 11 reorganisation process to facilitate sale through restructuring; payme
Slide 4: Chapter 11 Pre-Packaged Arrangement
Chapter 11 Pre-Packaged Arrangement NewCo has filed a “pre-packaged” (PrePack) Chapter 11 plan of reorganisation Bankruptcy expected to last 45 – 60 days with Stock continuing to operate normally Reorganisation plan provides for the payment in full of all trade creditors with Wolseley plc and other
Slide 5: Financial Effects Of Transaction
Financial Effects Of Transaction Stock deconsolidated from Wolseley financial statements with effect from 5 May 2009 Wolseley’s 49% interest in Stock recognised as an equity interest in an associate company Pro forma Net Debt to EBITDA position at 31 January 2009 (after 22 April closing of capital r
Slide 6: Construction Loans
Construction Loans Construction loans business excluded from the transaction and Wolseley will retain full responsibility for the business Construction loan receivables at 31 January 2009 were $US 391 million (£269 million) Phased reduction in the portfolio over next 2-3 years with a view to exit wh
Slide 7: Summary
Summary Transaction achieves primary objective of exiting the business by 1 August 2009 Further strengthens financial position PrePack positions Stock to weather the remainder of the cycle JV structure allows Wolseley shareholders to retain minority interest for future value creation The name the wo