Premier Investments (PMV) M&A Announcement summary

Deal rationale and strategic fit

• The combination creates a leading retail platform in Australia and New Zealand, leveraging complementary strengths and expanding scale and market reach.

• Apparel Brands' expertise in sourcing, design, and distribution will enhance private label and exclusive brand offerings for the enlarged group.

• The enlarged group will expand the Myer One loyalty program and enhance customer data capabilities across a broader base.

• Premier shareholders will participate directly in Myer’s future value creation through direct shareholding.

• Premier will focus on growing Peter Alexander and Smiggle, both locally and internationally.

Financial terms and conditions

• Myer will acquire 100% of Apparel Brands from Premier in exchange for 890.5 million Myer shares and AUD 82 million in cash.

• Premier will distribute all its Myer shares (including 261 million already held) to its shareholders via in specie capital return and dividend.

• Each eligible Premier shareholder will receive approximately 7.2 Myer shares per Premier share.

• Myer will declare a fully franked dividend of AUD 0.025 per share to existing shareholders, subject to conditions.

• Post-transaction, Premier shareholders will own 51.5% of Myer, with Century Plaza Group holding 26.8%.

Synergies and expected cost savings

• At least AUD 30 million in annual run-rate combination benefits are expected, with significant EPS accretion on a pro forma FY 2024 basis.

• Enhanced scale and supply chain efficiencies are anticipated to drive revenue and margin growth.

• Synergies will come from loyalty program expansion, distribution/logistics optimization, enhanced sourcing, and operational best practices.

• Additional savings are anticipated from refinancing and disciplined cost management.