LONDON (Dow Jones)--Travis Perkins PLC(TPK.LN), U.K. based builders' merchants and home improvement retailers said Monday it and BSS Group PLC (BTSM.LN), a leading distributor to specialist trades, have agreed on a proposal whereby Travis Perkins will acquire, for cash and shares, the share capital of BSS valuing each BSS share at 435.8 pence. MAIN FACTS: - Offer values BSS's issued and to be issued share capital at GBP557.6 million - Consideration for each BSS Share is 232.91 pence in cash, 0.2608 new Travis Perkins shares valued at 196.8 pence on the closing price of 754.5 pence per Travis Perkins share on July 2 and payment of the BSS final dividend for the year ended March 31 of 6.09 pence -A mix and match Facility and a Loan Note Alternative will also be available -Acquisition expected to deliver annual pre-tax cost savings of at least GBP25 million in 2013 -Expected to deliver materially enhanced earnings in 2011, the first full year after completion of the acquisition -Acquisition price of 435.8 pence represents a premium of: 4.7%. to the closing price of 416.2 pence for each BSS share on July 2; Offer represents a multiple of 10.7 times BSS's adjusted 2010 EBITDA of GBP61.9 million -Acquisition will be effected by way of a scheme of arrangement of BSS -BSS Group's revenue for the year ended March 31 was GBP1.35 billion and had adjusted pretax profit of GBP49.6 million and an adjusted earnings per share of 28.5 pence. -Shares of Travis on Friday closed at 754.5 pence, valuing the company at GBP1.57 billion. Shares of BSS on Friday closed at 416.2 pence, valuing the company at GBP517.6 million. -By Tapan Panchal, Dow Jones Newswires. Tel +44(0)207-842 9448,
[email protected] (END) Dow Jones Newswires July 05, 2010 02:16 ET (06:16 GMT)