Jewel UK | Watches of Switzerland

Jewel UK Midco Limited to Float on the London Stock Exchange

LSE IPO News

Following the announcement by Jewel UK Midco Limited, the parent company of The Watches of Switzerland Group Limited on 2 May 2019 regarding the publication of a registration document, Watches of Switzerland Group has now confirmed its intention to proceed with an initial public offering and certain details of the offer. Jewel UK Midco Limited intends to apply for admission of its Shares to the premium listing segment of the Official List of the Financial Conduct Authority and to trading on the main market of the London Stock Exchange.

The Pathfinder Prospectus is expected to be distributed by the Company on or around 22 May 2019. The final offer price in respect of the Offer will be determined following a book-building process, with Admission currently expected to occur in early June 2019.

Brian Duffy, CEO of Watches of Switzerland Group said:

“I am very pleased to confirm our intention to float Watches of Switzerland Group on the London Stock Exchange. Our transformation is complete, the Group is now the UK’s leading luxury watch retailer and has successfully entered the significant, but underdeveloped US market. I am very excited for what lies ahead and the opportunity to take our growth strategy to the public markets.”

Confirmation of Jewel UK Midco Limited Offer Details

· The intention is for the Shares to be admitted to the premium listing segment of the Official List of the FCA and would be admitted to trading on the main market for listed securities of the LSE

· The intention is for the Offer to comprise an offer of new Shares to be issued by the Company (to raise gross proceeds of approximately £155 million) and an offer of existing Shares to be sold by certain existing shareholders. In addition, it is expected that up to a further 15% of the Offer will be made available pursuant to an over-allotment option

· The Company intends to use the net proceeds from the issue of new Shares pursuant to the Offer to reduce current leverage to approximately £120 million of net debt following Admission, which equates to 1.56x Adjusted EBITDA pre-exceptional costs and non-underlying items for LTM January 2019

· The Group believes that the Offer will further support the Group’s growth plans by:

o enabling the Group to reduce its current leverage

o further enhancing the Group’s profile and brand recognition with customers, suppliers and employees

o providing the Company with a more permanent capital structure and access to a wider range of capital-raising options

o further improving the ability of the Group to recruit, retain and incentivise key management and employees

o creating a liquid market in the Shares for existing and future shareholders

· Immediately following Admission, the Company intends to have a free float of at least 25% its issued share capital and expects that it would be eligible for inclusion in the FTSE UK indices

· Each of the Company, its directors and selling shareholders will agree to customary lock-up arrangements in respect of their Shares for a period of time following Admission

· The Company has engaged Barclays Bank PLC, acting through its Investment Bank and Goldman Sachs International to act as Joint Global Co-ordinators, Joint Bookrunners and Joint Sponsors, and BNP PARIBAS and Investec Bank plc to act as Joint Bookrunners. N.M. Rothschild & Sons Limited is acting as Financial Adviser to the Company