Filenews 31 January 2025
The big deal for the sale of Superhome Center has been "closed" and passes to Vasilitsi DIY Ltd, for an amount of €94 million. euro. In particular, the decision concerns the sale of 51% held by Ermes Department Stores Plc and 49% owned by Secora BV and thus 100% of the company's shares passed to a new company.
According to SuperHome Center's announcement, the company's CEO, George Giovannis, will remain with his existing team in the leadership and management of the company, even though it was acquired by Vasilitsi DIY Ltd.
Ermes' announcement is as follows:
"The public company Ermes Department Stores Plc ("Ermes") announces that it has been approved by its Board of Directors to dispose of the Company's investment in the subsidiary company Superhome Center DIY Ltd ("Superhome") in which it holds 51% of the issued share capital. The transaction involves a simultaneous disposal by Netherlands-registered company Secora BV ("Secora BV"), holder of the remaining 49% of Superhome's issued share capital. The aforementioned sellers have entered into an agreement for the purchase of 100% of Superhome's shares with Vasilitsi DIY Ltd, with registration number HE 469429 and registered office at 30 Karpenisiou Street, 1077, Nicosia, Cyprus to which the said disposal will be made.
The sale price for 100% of the shares amounts to €94,000,000 minus €3,740,000 bank liabilities of Superhome and minus €3,000,000 for works that Superhome will make for its stores. The net total value of 100% of the shares sold is €87,260,165. Of this amount, €10,000,000 will remain committed until the fulfilment of specific terms of the agreement which are expected to be completed in 3 to 5 years. In the event that these conditions are not fulfilled within 6 years from the date of transfer of the shares or other events detailed in the agreement occur, this amount is deducted from the sale price and will no longer be payable by the sellers.
Superhome was established in Cyprus in 1998 and since then has been engaged in retail trade of home upgrading and DIY constructions, through 6 stores in all cities. It is 51% owned by Ermes Department Stores Plc and 49% by Secora BV. Superhome Center DIY Ltd's profitability for the last three years was net profit of €7,400,000 in 2023, €6,800,000 in 2022 and €4,600,000 in 2021.
This transaction was made on a purely commercial basis, and its price was based on Superhome's historical performance and future cash flows. Superhome continues to be profitable with ever-increasing turnover and profitability.
Specifically, Ermes from the sale of its entire stake amounting to 51% of the total issued share capital of Superhome will receive an amount of €39,403,000 and will repay bank and other borrowings of both itself and other companies of the CTC Group to which it belongs, amounting to €33,600,000.
In determining the value of the Company, the Board of Directors of Ermes relied on recent valuations of the value of Superhome as recorded in the audited and published accounts of the Company as at 31/12/2023, previous offers received from other interested parties and the current economic conditions. In the circumstances, the Governing Council considered the price reasonable and has not appointed or received expert advice on the design of the transaction.
The transfer of 100% of Superhome's shares and the payment of the total amount of €77,260,165 (€39,403,000 for Ermes) against the consideration is expected to take place by the end of February 2025 on the basis of terms and conditions included in the sale agreement. The part of the consideration of €10,000,000 (€5,100,000 for Ermes) will remain committed to a deposit with a domestic banking institution until the fulfilment of those terms of the agreement or otherwise, as mentioned above.
This transaction does not relate to, nor does it affect any interests of any Secretary of the issuer or "designated person", within the meaning given in article 137(3) of the Cyprus Securities and Stock Exchange Laws, L. 14(I)/1993 as amended.
Although Ermes will show an accounting loss of €12m, the actual profit from the disposal of the above investment amounts to €30m in relation to the acquisition cost. The transaction is considered fair and beneficial for the Company as it will have a positive impact on the rationalization of its financial situation, but also beneficial for the related parties of the CTC Group and their shareholders since with this arrangement all parties will benefit from a significant reduction in their leverage."
"We are pleased to announce that today the agreement between the existing owners of Superhome and the interested buyer Vasilitsi DIY Ltd for the sale of the company was successfully signed.
This agreement is an important step for the further development and success of Superhome.
The transfer of ownership will be completed within February and will benefit the company, its employees and all parties involved.
CEO George Giovanni and his existing team will continue to lead and run the company. Their experience and in-depth knowledge of the business are a guarantee for the stability and further progress of Superhome.
We are confident that this change will create new opportunities and contribute positively to the development of the company and all its partners."
