Through this transaction Nomad will acquire Findus Group's continental European businesses in Sweden, Norway, Finland, Denmark, France, Spain and Belgium.
These operations include the intellectual property and commercialisation rights to the Findus, Lutosa, and La Cocinera brands in the respective markets. The remaining part of the Findus Group, including Young's Seafood Limited in the UK, will remain under the ownership of the Seller.
The £400 million cash portion of the purchase price is expected to be funded through a combination of Nomad's cash in hand and debt.
Additionally, approximately 8.4 million ordinary shares in the capital of Nomad will be issued at closing.
The operations being acquired include approximately 1,500 employees and 6 manufacturing facilities in Norway, Sweden, France, and Spain as well as the intellectual property and commercialisation rights in the relevant territories.
Annual revenues are approximately €600 million with an adjusted EBITDA margin of approximately 11 per cent.
The acquisition is expected to be immediately accretive to Nomad's earnings with approximately €25 million to €30 million of annual synergies targeted over the next three years.
Through Iglo Foods Holdings Limited and its subsidiaries, Nomad currently operates Findus in Italy and this transaction creates a pan-European food business and further reunites the brand across the continent.
This will enable Findus to move forward as a more unified brand and will support efforts to drive innovation, introduce new meal options, and conduct marketing initiatives aimed at bringing more consumers across Europe to the frozen foods aisles.
The geographic footprint of the operations included in this transaction complements Nomad's reach and, following closing of the transaction, Nomad will have extended its footprint throughout Europe.
Nomad expects to benefit from a combined operating model that facilitates collaboration and innovation across the businesses.
Stéfan Descheemaeker, Nomad's Chief Executive Officer, stated: "This transaction is in line with our growth strategy, an exciting addition to the Nomad portfolio, and a significant milestone in reaching our goal of building a global consumer foods company. While the operations we are acquiring are strong, attractive assets on their own, combining them with our existing businesses creates a unique value proposition and unlocks new growth opportunities. The Findus name is well-loved and iconic across the European continent, and having the businesses under one umbrella brings together two talented, world-class teams, enabling us to share best practices and to elevate and evolve the brand as we bring an even greater choice of products to consumers."
Noam Gottesman and Martin E. Franklin, Nomad's Co-Chairmen and Founders, jointly commented: "Curating a portfolio of market-leading consumer foods companies remains our core objective and this acquisition furthers our long-term commitment to growing the frozen food sector in Europe through ongoing investments in brands, innovation, and product development. This transaction builds on the positive momentum generated by Stéfan and the Iglo Group team, and we are excited to welcome the Findus employees to the Nomad family. The addition of these businesses is transformative to Nomad as it augments our product offering, customer reach, and geographic footprint, further solidifying our leadership position in Europe's fragmented frozen foods sector."
James Hill, Chief Executive of Findus Group, said: "This transaction represents a strategic milestone for Findus and is a positive development for the European food industry as a whole. The new group will be bigger, stronger, more efficient and more innovative than its component parts, offering significant benefits not only to consumers, but to all of our stakeholders. I am confident this is an ideal way for Findus to sustain the growth of recent years and I'd like to thank all those, especially our dedicated employees, who have made it possible."