Brait (BAT) Investor presentation summary

Recapitalisation transaction overview

• Announced a comprehensive recapitalisation including a three-year extension of Convertible and Exchangeable Bonds and the BML RCF, with increased coupons and partial paydowns at par, plus a reduction in the EB exchange price.

• Launching a fully underwritten R1.5B rights offer at a 25% discount to TERP, open to all shareholders, to raise equity capital.

• Received strong stakeholder support: 80% of CB, 73% of EB, and 43% of ordinary shareholders have committed.

• Transaction aims to provide time to monetise assets, optimise portfolio, and maximise stakeholder value.

• Debt maturity extended to December 2027, with R900M debt reduction using Premier sale proceeds.

Operational and strategic objectives

• Recapitalisation provides time for recovery to full profitability and supports growth capital for Virgin Active and Premier.

• Increases liquidity in Premier shares and allows time for New Look and UK retail recovery for optimal exit.

• Seeks to minimise cash cost impact, limit dilution, and match debt maturities with optimal exit windows.

• Facilitates debt maturity extension in Virgin Active South Africa to December 2027.

Portfolio performance and monetisation strategy

• Virgin Active rebounded to 90% of 2019 membership with run-rate EBITDA of £80M; turnaround supported by restructuring and new management.

• Premier’s EBITDA grew from R1,032M in FY20 to R1,927M in Sep 2023, with significant capex and acquisitions driving market leadership.

• New Look restructured, avoided liquidation, and refinanced debt, with profitability stabilising.

• Monetisation of assets delayed due to market liquidity and recovery needs; exits planned as performance and market conditions improve.