Sports Direct to acquire majority stakes in Baltic firms

Acquisition of a 51% equity stake in Sports Eybl & Sports Experts AG - the leading sporting goods retailer in Austria.

Sports Direct announces that it has entered into an agreement to acquire a 51% equity stake in EAG, the leading sporting goods retailer in Austria.  The acquisition of EAG will be made by Sportsdirect.com Retail Limited, a wholly owned subsidiary of Sports Direct.  The consideration for the EAG transaction comprises €10.5 million payable to the current shareholders of EAG - EYBL Holding AG and LUDWIG EYBL Privatstiftung ("the Eybl Family").  In addition, Sports Direct has agreed to invest €30.0 million in subordinated debt in EAG.

Following completion, Sports Direct has the right for five years to acquire the remaining shares in EAG from the Eybl Family for €15.5 million.  During this period, the Eybl Family also has the right to sell its remaining shares in EAG to Sports Direct for €5.0 million.

From 31 December 2019, Sports Direct and the Eybl Family have the right to acquire the other party's shareholding in EAG based on a multiple of EBITDA.

EAG is a family-owned Austrian sports retailing company with 80 years of history and a founding member of Intersport Austria.  EAG's wholly owned subsidiary, SPORT EYBL & SPORTS EXPERTS GmbH ("SSG"), operates two fascias: Eybl (29 stores in Austria, 1 store in Germany) and Sports Experts (26 stores in Austria, 2 stores in Germany) and is recognised as the leading sports retailer in Austria having a combined market share of approximately 25%.  Eybl is marketed as Austria's largest sports specialist, while Sports Experts is focused on the value segment.

The Eybl stores are divided into two categories: regular format with an average store size of approximately 2,000m2 and mega stores with an average store size of approximately 7,500m2.  Sports Experts stores have an average store size of approximately 2,500m2.  In terms of revenues, the Eybl mega stores generate approximately 49% of total group sales while the Eybl regular format stores and Sports Experts stores contribute approximately 19% and 32%, respectively.  For the 12 month period ending 31 August 2012, EAG generated revenue of €323.8 million.

EAG also owns 96% of a real estate company, SPORT EYBL Immobilien AG ("IAG").  IAG owns 18 properties, which are leased to SSG, including 15 stores, a warehouse and SSG's head office premises.  The Eybl Family owns the remaining 4% of IAG directly.

As at 31 August 2012, EAG had gross assets of €166.0 million and a net liability position of €2.4 million.  The net liability position is largely as a result of EAG's net losses of €20.6 million in the year ended 31 August 2012.