Announcement • Sep 20
Hostmore plc Provides Business Update Further to its announcement on 9 September 2024, Hostmore plc (LSE:MORE) (the "Company" and, together with its subsidiaries, the "Group"), is providing an update to the market. Sale Process Update: The sale process for the Group's corporate stores remains ongoing, with completion continued to be expected by the end of September. The Group's trading subsidiary, Thursdays (UK) Limited ("Thursdays"), continues to operate normally and all existing stores remain open. Appointment of Administrators and Listing Suspension: As announced previously, the store sale consideration is expected to be below the par value of the secured borrowings of Thursdays, and therefore it remains unlikely that the equity owner of Thursdays, being the Company (Hostmore plc), will recover any value for its ownership. The Group previously disclosed that the Company (Hostmore plc), being the listed non-trading holding company of Thursdays, would be delisted and wound up. The Board of the Company has now resolved to file for administration of the Company and, consequently, the listing of the Company's ordinary shares has been suspended. The Board has resolved to appoint Daniel Smith and Julian Heathcote of Teneo Financial Advisory Limited as joint administrators of the Company. The filing of administration by the Company will have no direct impact on the operations of the trading subsidiary, Thursdays. The Board continues to expect that, in due course, the listing of the Company's ordinary shares will be cancelled and the Company will be wound up. The Board believes these actions are in the best interests of creditors and other stakeholders of the Company. Announcement • Sep 11
Hostmore plc Provides Sale Process Update Hostmore plc (LSE:MORE) provided sale process update. The sale process for the Group's corporate stores announced on 6 August 2024 has now reached an advanced stage. A full process was undertaken with outreach conducted to a long list of potential acquiring parties. Several formal bids were received and over recent weeks discussions have been held with the leading bidders to assess and improve their bids. The present indications from the leading bids are that the consideration for the store sale will be lower than the par value of the borrowings currently secured by the Group's trading subsidiary, Thursdays (UK) Limited ("Thursdays"). Accordingly, it is unlikely that the equity owner of Thursdays, being the Company, will recover any meaningful value for its ownership. The sale process is expected to complete in late September; however, Thursdays continues to operate normally and all existing stores remain open. It is the Board's present expectation that the Company (Hostmore plc), being the listed non-trading holding company of Thursdays, will be wound up and delisted contemporaneous with the conclusion of the sale process, as TGI Fridays in the UK will continue its operations under new ownership. Acquisition of TGI Fridays Inc.: The Board has continued to work to reach binding terms regarding the proposed all-share acquisition (the "Acquisition") of TGI Fridays Inc. ("TGI Fridays"). However, the Board has now confirmed with TGI Fridays that the trustee of TGI Fridays' corporate securitisation terminated TGI Fridays as the manager (the "Termination") of TGIF Funding LLC ("TGIF Funding"), which is the company subject to the corporate securitisation. TGIF Funding holds legal title to the franchise agreement royalties and other various fees and revenue from intellectual property of the TGI Fridays business. While TGI Fridays remains the owner of the residual interest in TGI Funding, the Termination compromises the control over the royalty stream of TGI Fridays and also potentially impairs the future revenue of the business. The predictable and highly cash generative royalty stream of TGI Fridays was the primary attractive feature for the Group in pursuing the Acquisition. Following the Termination, the Acquisition is no longer being actively pursued. However, TGI Fridays and the Group agree that each is open to re-engaging discussions if circumstances warrant. New Risk • Sep 09
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: UK£1.10m (US$1.43m) This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (27% average weekly change). Earnings have declined by 52% per year over the past 5 years. Market cap is less than US$10m (UK£1.10m market cap, or US$1.43m). Minor Risk Negative equity (-UK£4.7m). Board Change • Sep 03
High number of new directors There are 5 new directors who have joined the board in the last 3 years. CFO & Director Matthew Bibby was the last director to join the board, commencing their role in 2023. The company’s lack of board continuity is considered a risk according to the Simply Wall St Risk Model. Announcement • Jun 06
Hostmore plc Announces That the Final Two 63Rd + 1St Store Locations Are Expected to Be Closed by 30 June 2024 Hostmore plc announced that the final two 63rd + 1st store locations are expected to be closed by 30 June 2024, with the brand's supply chain and support function expense having now been removed, improving future EBITDA performance for the Group. Announcement • May 05
Hostmore plc, Annual General Meeting, Jun 03, 2024 Hostmore plc, Annual General Meeting, Jun 03, 2024, at 09:30 Coordinated Universal Time. Location: the offices of Herbert Smith Freehills LLP, Exchange House 12 Primrose Street, London, EC2A 2EG London United Kingdom Agenda: To receive the Company's audited financial statements, together with the Directors' and auditors' reports for the 52-week period ended December 31, 2023; to approve the Directors' Remuneration Report other than the part containing the Directors Remuneration Policy for the 52-week period ended December 31, 2023; to approve the Directors' Remuneration Policy as contained in the Directors' Remuneration Report for the 52-week period ended 31 December 2023; to elect Julie McEwan as a Director; to elect Helena Feltham as a Director; to elect Célia Pronto as a Director; to elect Matthew Bibby as a Director; to re-elect Stephen Welker as a Director; and to consider other matters. Reported Earnings • May 03
Full year 2023 earnings released: UK£0.22 loss per share (vs UK£0.78 loss in FY 2022) Full year 2023 results: UK£0.22 loss per share (improved from UK£0.78 loss in FY 2022). Revenue: UK£190.7m (down 2.6% from FY 2022). Net loss: UK£27.4m (loss narrowed 72% from FY 2022). Announcement • May 03
Hostmore plc Provides Earnings Guidance for the First Quarter of 2024 Hostmore plc provided earnings guidance for the first quarter of 2024. Revenue in first quarter 2024, on a like-for-like (LFL) basis versus first quarter 2023, declined by 7%, due principally to reduced consumer demand across the sector. Announcement • Apr 17
TGI Friday's Inc. entered into an agreement to acquire Hostmore plc in a reverse merger transaction. TGI Friday's Inc. entered into an agreement to acquire Hostmore plc in a reverse merger transaction on April 16, 2024. Following the transaction the existing Hostmore shareholders holding a 36% shareholding in the enlarged business upon completion (the "Combined Group"), with TGI Fridays shareholders holding a 64% shareholding in the Combined Group. The Proposed Transaction is being negotiated on an exclusive basis and is subject to, among other things, completion of confirmatory due diligence and the parties entering into binding transaction documentation. The transaction would be conditional upon the approval of an ordinary resolution by existing Hostmore shareholders and any necessary regulatory approvals. Upon completion of the transaction, the new combined entity would be named TGI Fridays plc and listed on the London Stock Exchange as "TGIF" with both US and global operations of the brand remaining in place at the company's Dallas headquarters under the leadership of current Chief Executive Officer, Weldon Spangler. Additionally, the combined entity would have 189 corporate-owned restaurants in the United States and the United Kingdom for a total of nearly 600 restaurants across 44 countries. The completion of the transaction would be expected to occur during Q3 2024.
Stuart Dickson, Alec Pratt, Jonny Abbott and Jack McLaren of Numis Securities Limited acted as financial advisor to Hostmore plc. Mark Harms and Simon Dunn of Global Leisure Partners LLP acted as financial advisor to TGI Friday's Inc. New Risk • Apr 16
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended July 2023. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risk Earnings have declined by 67% per year over the past 5 years. Minor Risks Latest financial reports are more than 6 months old (reported July 2023 fiscal period end). Market cap is less than US$100m (UK£22.7m market cap, or US$28.3m). Announcement • Feb 29
Hostmore plc Ordinary Shares to Be Deleted from OTC Equity Hostmore plc Ordinary Shares (United Kingdom) will be deleted from OTC Equity effective February 28, 2024, due to Inactive Security. New Risk • Jan 05
New major risk - Revenue and earnings growth Earnings have declined by 67% per year over the past 5 years. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are declining over an extended period, then in most cases the share price will decline over time unless the company can turn around its fortunes. A trend of falling earnings can be very difficult to turn around. If the company is well already established it may also be a sign the company has matured and is in decline. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risk Earnings have declined by 67% per year over the past 5 years. Minor Risk Market cap is less than US$100m (UK£30.3m market cap, or US$38.6m). Announcement • Dec 27
Hostmore plc Announces Company Secretary Change Hostmore plc announced the resignation of Robert Henry as Company Secretary effective from 27 December 2023. Robert has served in his role since 5 October 2021. The Board wishes to express its gratitude to Robert for his valuable contribution and dedicated service to the Company during his tenure. The Board announced thatPrism Cosec Limited, which has been providing company secretarial support to the Company since 2021, has been appointed by the Board as the new Company Secretary, effective from 27 December 2023. Reported Earnings • Oct 02
First half 2023 earnings released: UK£0.085 loss per share (vs UK£0.11 loss in 1H 2022) First half 2023 results: UK£0.085 loss per share (improved from UK£0.11 loss in 1H 2022). Revenue: UK£93.6m (down 4.9% from 1H 2022). Net loss: UK£10.6m (loss narrowed 21% from 1H 2022). Revenue is forecast to grow 3.3% p.a. on average during the next 3 years, compared to a 7.7% growth forecast for the Hospitality industry in the United Kingdom. Announcement • Sep 10
Hostmore plc Announces Chief Financial Officer Changes Hostmore plc announced that Alan Clark has informed the Board of his decision to resign as Chief Financial Officer ("CFO") of the Company to pursue other interests. He will step down from the position immediately, but will continue as an employee of the Company for six months to ensure a smooth transition for the business. The Board announced that Matthew Bibby, currently Finance Director of the Company, has been appointed Interim CFO. Matthew joined the Hostmore group (the "Group") in 2019 as Head of Finance and in 2022 became the Group's Finance Director. Prior to this, he was at Whitbread for fourteen years, latterly as Head of Finance, Procurement and Supply Chain having held management roles within the Finance Department. Announcement • Sep 09
Hostmore plc Announce Resignation of Alan Clark as Executive Director Hostmore plc announced that Alan Clark has informed the Board of his decision to resign as Executive Director of the Company to pursue other interests. He will step down from the position immediately, but will continue as an employee of the Company for six months to ensure a smooth transition for the business. New Risk • Jul 30
New major risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of British stocks, typically moving 11% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Minor Risks Share price has been volatile over the past 3 months (11% average weekly change). Market cap is less than US$100m (UK£22.7m market cap, or US$29.2m). Board Change • Jul 02
High number of new and inexperienced directors There are 7 new directors who have joined the board in the last 3 years. The company's board is composed of: 7 new directors. No experienced directors. No highly experienced directors. Senior Independent Non-Executive Director David Lis is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Breakeven Date Change • Jun 12
Forecast breakeven date pushed back to 2024 The 2 analysts covering Hostmore previously expected the company to break even in 2023. New consensus forecast suggests the company will make a profit of UK£2.10m in 2024. Earnings growth of 118% is required to achieve expected profit on schedule. Announcement • Jun 07
Hostmore plc Announces Board Changes Hostmore plc announced that Gavin Manson will step down from the board on 7 June 2023 to focus on his executive commitment elsewhere. Stephen Welker will step up to become the Chairman and Julie McEwan join the Board at the conclusion of the Annual General Meeting later on 7 June 2023. Announcement • Jun 05
Hostmore plc Announces Directorate Appointment Hostmore plc announced the appointment of Helena Feltham as an independent Non-Executive Director. Helena will join the Board at the conclusion of the Company's Annual General Meeting on 7 June 2023. Helena has over 30 years' experience in consumer facing and people leadership roles. She has recently served as the Interim Non-Executive Chair of Ted Baker Plc, where she had also been Senior Independent Director and Chair of the Nominations Committee. She is currently a Non-Executive Director of the IT managed services provider, Redcentric plc, where she Chairs the Remuneration Committee. Helena has previously held non-executive roles in the NHS and at the Retail Trust, and has served as an independent adviser to the Assembly of Wales. She has also previously held executive roles as a Director at B&Q plc and as the People Director at Woolworths South Africa and Marks and Spencer.On her appointment to the Board, Helena will also become a member of the Audit and Risk, Nominations and Remuneration Committees. Helena will assume the position of Chair of the Remuneration Committee with effect from 1 October 2023, at which point David Lis will step down as Chair of the Remuneration Committee but remain as a member of such Committee. Recent Insider Transactions • May 05
Board Member recently bought UK£75k worth of stock On the 2nd of May, David Lis bought around 457k shares on-market at roughly UK£0.16 per share. This transaction increased David's direct individual holding by 1x at the time of the trade. This was the largest purchase by an insider in the last 3 months. Insiders have collectively bought UK£548k more in shares than they have sold in the last 12 months. Reported Earnings • Apr 30
Full year 2022 earnings released: UK£0.78 loss per share (vs UK£0.005 loss in FY 2021) Full year 2022 results: UK£0.78 loss per share (further deteriorated from UK£0.005 loss in FY 2021). Revenue: UK£195.7m (up 23% from FY 2021). Net loss: UK£97.5m (loss widened UK£97.0m from FY 2021). Revenue is forecast to grow 10% p.a. on average during the next 2 years, compared to a 9.2% growth forecast for the Hospitality industry in the United Kingdom. Breakeven Date Change • Dec 31
Forecast breakeven date pushed back to 2023 The 3 analysts covering Hostmore previously expected the company to break even in 2022. New consensus forecast suggests the company will make a profit of UK£9.50m in 2023. Earnings growth of 70% is required to achieve expected profit on schedule. Board Change • Dec 27
High number of new and inexperienced directors There are 6 new directors who have joined the board in the last 3 years. The company's board is composed of: 6 new directors. No experienced directors. No highly experienced directors. Non-Independent & Non-Executive Chairman of the Board Gavin Manson is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Recent Insider Transactions • Dec 06
Non-Executive Director recently bought UK£52k worth of stock On the 28th of November, Stephen Welker bought around 396k shares on-market at roughly UK£0.13 per share. This transaction amounted to less than 1% of their direct individual holding at the time of the trade. This was the largest purchase by an insider in the last 3 months. Insiders have collectively bought UK£385k more in shares than they have sold in the last 12 months. Price Target Changed • Nov 16
Price target decreased to UK£0.70 Down from UK£1.28, the current price target is an average from 2 analysts. New target price is 366% above last closing price of UK£0.15. Stock is down 86% over the past year. The company is forecast to post earnings per share of UK£0.017 next year compared to a net loss per share of UK£0.0048 last year. Reported Earnings • Sep 22
First half 2022 earnings released: UK£0.11 loss per share (vs UK£0.068 loss in 1H 2021) First half 2022 results: UK£0.11 loss per share (further deteriorated from UK£0.068 loss in 1H 2021). Revenue: UK£98.5m (up 147% from 1H 2021). Net loss: UK£13.3m (loss widened 67% from 1H 2021). Revenue is forecast to grow 7.3% p.a. on average during the next 3 years, compared to a 11% growth forecast for the Hospitality industry in the United Kingdom. Recent Insider Transactions • Jun 03
Key Executive recently bought UK£151k worth of stock On the 31st of May, Gavin Manson bought around 349k shares on-market at roughly UK£0.43 per share. This was the largest purchase by an insider in the last 3 months. This was Gavin's only on-market trade for the last 12 months. Breakeven Date Change • Apr 27
Forecast to breakeven in 2022 The 3 analysts covering Hostmore expect the company to break even for the first time. New consensus forecast suggests the company will make a profit of UK£12.0m in 2022. Earnings growth of 47% is required to achieve expected profit on schedule. Buying Opportunity • Mar 24
Now 21% undervalued after recent price drop Over the last 90 days, the stock is down 40%. The fair value is estimated to be UK£0.85, however this is not to be taken as a buy recommendation but rather should be used as a guide only. Revenue has grown by 24% over the last year. Earnings per share has grown by 97% over the last year.