The Quinn Group will pay less than £100 million (€145 million) in cash for Wentworth Group Holdings, the Surrey-based golf and leisure facility, if shareholders accept its offer by the October 29th deadline.
A letter sent to Wentworth shareholders by the Quinn Group this week indicates that the consideration will be based on the net assets of Wentworth rather than the fixed assets of £122 million. The net assets are estimated to be between £94 million and £98.7 million.
The figure will be finalised once the debts and other liabilities of the business have been determined and the net assets agreed. The Quinn Group has given a commitment that the consideration will be a minimum of £94 million, according to the letter. The group expects to agree the net assets and notify shareholders by 20th October, with the deadline for acceptances set as October 29th.
The £98.7 million figure is based on unaudited accounts and equates to £987,000 per Wentworth "unit".
The letter describes the Quinn Group as having net assets of €454 million at the end of December 2003. Profits in the year were €163.7 million, according to the letter, which adds that Quinn Group will not require "external financing" for the offer.
In the letter, the cement-to-insurance conglomerate says it "has inherent belief in the value of the Wentworth image and brand as one of the world's foremost golf ventures".
Quinn Group lists the main advantages of its offer as a "commitment to further investment on refurbishing and upgrading the facilities at Wentworth in the short and medium term".
It also points to its track record of long-term ownership and completing transactions in a short time frame.
Wentworth units comprise either 160 "A" shares or 160 "B" shares plus their associated debentures. Holders of "A" shares - who have the right to pre-empt any offer to buy the club - are being offered free memberships for 10 years.
the Quinn Group has an irrevocable commitment from Chelsfield Participations Limited, the owner of all the "B" units, to accept its offer.
Chelsfield can only get out of this commitment if a rival offer valuing Wentworth at £130 million emerges. The only other offer on the table is from retail entrepreneur Mr Richard Caring which values Wentworth at £110 million.
