N Brown Group is poised for acquisition by Joshua Alliance in a private deal.
- Joshua Alliance already holds a significant share and plans to acquire remaining shares.
- Shareholders, including Frasers Group, will receive 40 pence per share in cash.
- An alternative option for shareholders is to receive shares in Bidco.
- The acquisition aims to enhance growth potential and expects completion by early 2025.
N Brown Group is set to undergo a significant change in ownership as Joshua Alliance has announced a £191 million acquisition to take the company private. Joshua Alliance, a non-executive director and the fourth largest shareholder of the group, currently holds 6.6% of the company’s shares. The acquisition is structured through Bidco, a new entity owned by Alliance.
Other members of the Alliance family currently own a majority of 53.4% of shares in N Brown. Shareholders, including the Frasers Group which holds a 20.3% stake, are to be offered 40 pence per share in cash. Alternatively, eligible shareholders can choose to receive one unlisted ordinary share in Bidco for each N Brown share they possess, as declared by the company.
Both CEO Steve Johnson and CFO Dominic Appleton have opted for the share alternative for their holdings, reinforcing the management’s alignment with the new ownership structure. Joshua Alliance joined the N Brown board alongside his father, Lord Alliance, as a non-executive director in December 2020.
Bidco’s rationale for the acquisition includes N Brown’s current shareholding structure and the low trading liquidity of its shares. The company perceives a limited interest among UK fund managers in small-cap consumer companies and notes the substantial costs associated with being listed on the AIM market. Therefore, they believe that the business stands to benefit more as a private entity.
Joshua Alliance has stated, “This transaction will support N Brown in accelerating its long-term growth potential and provide, where needed, access to additional capital, expertise, and resources.” The CEO of N Brown, Steve Johnson, echoed this sentiment, highlighting that the acquisition will help to “accelerate our strategy for the benefit of all our stakeholders.” The process is expected to be completed in early 2025, pending shareholder approval, thereby marking an important milestone for N Brown Group’s future.
The acquisition represents a strategic move to enhance N Brown Group’s growth by transitioning to private ownership under the Alliance family’s control.