Mooreland Partners advises Barloworld Ltd. in the divestiture of its Scandinavian car rental operations

Mooreland Partners advises Barloworld Ltd. in the divestiture of its Scandinavian car rental operations

London, UK – 29 July 2010 – Mooreland Partners is pleased to announce that it acted as exclusive financial advisor to Barloworld Ltd. in the divestiture of its Scandinavian car rental operations to RAC Holding AS, in a buyout led by management. Barloworld has completed the disposal of its interests in the Avis and Budget car rental operations in Denmark, Norway and Sweden (“the Subject Companies” or “the Scandinavian Car Rental Operations”) to a consortium which includes the chief executive of the Scandinavian Car Rental Operations (“the Bidding Consortium”).

The Bidding Consortium was identified as the preferred bidder in terms of an extensive disposal process. The Bidding Consortium submitted an offer to purchase the ordinary shares of the Scandinavian Car Rental Operations held by Barloworld (“the Transaction”). The transaction received regulatory approval earlier this month. The proceeds will be used to repay group debt and enable the group to redeploy capital in higher return business opportunities. This will strengthen the financial position and growth outlook of the Barloworld group as the global economy recovers.

The offer
A firm cash offer of NOK170 million (R222 million) for the entire issued share capital of the operations in all three countries was made by RAC Holding AS (“the purchaser”), comprising PETT, a Norwegian investment group (51%), and the chief executive of the Scandinavian Car Rental Operations (49%). Material conditions attached to the offer, all of which have been met, had included:

Payment of NOK170 million (R222 million) in cash on all conditions precedent being met and the transfer of the shares to the Purchaser, which conditions include, Avis Europe plc approving the transaction, approval by the bankers of the change of ownership in the subject companies pursuant to the loan agreement and Norwegian Competition Authority approval.

Repayment of the bank loan (net balance of ZAR713 million owing at 31 March 2010) by the Scandinavian Car Rental Operations and the release of the Barloworld plc guarantee by 30 September 2010 in line with an agreed debt repayment plan.

Repayment of the Barloworld plc loan of NOK150 million (R186 million), with interest, by 31 December 2010.

Categorisation and related party
The chief executive officer of the Scandinavian car rental operations is a director in a subsidiary of the Company and therefore a related party in terms of the Listings Requirements (“Listings Requirements”) of the JSE Ltd. The transaction is classified as a small related party transaction.