“Sarah Willingham, Chief Executive Officer, Nightcap”
Nightcap plc has announced an asset purchase agreement to acquire selected assets of DC Bars Limited, the operator of the ‘Dirty Martini’ chain of cocktail bars, and Tuttons Brasserie. The value of the deal is £4.65 million, £4.15 million in cash on completion, and a further £0.5m payable based on certain conditions being met.
The Acquisition is being undertaken as part of a pre-pack administration process by the Companies.
In conjunction with the Acquisition, Nightcap has raised a total of £5.0 million, through a subscription of 19,583,333 of new ordinary shares in the Company at 12 pence per share, being a premium of 26.3% to Nightcap’s last closing mid-market share price on 8 June 2023, to raise £2.35 million and the issue of £2.65 million new convertible loan notes.
The Company is also providing a trading update in relation to its 52-week period ending 2 July 2023.
Acquisition highlights
Complementary acquisition of 10 Dirty Martini bars and the Dirty Martini brand which has significant roll-out potential.
Strong opportunity for material synergies to be recognised across the enlarged business.
Five bars located across London (in Bishopsgate, St Paul’s, Monument, Hanover Square and Covent Garden) and five bars located in Birmingham, Bristol, Leeds, Manchester and Cardiff.
Dirty Martini provides a new complementary customer offering and the Group’s first expansion into Manchester and Leeds, key future markets for the Group.
With sites located in Birmingham, Bristol and Cardiff the Acquisition complements and expands the Group’s cluster model strategy.
Consideration of up to £4.65 million for venues that generated aggregated unaudited site level revenue and EBITDA of £23.7 million and £3.9 million respectively for 2022.
Sarah Willingham, Chief Executive Officer of Nightcap, commented: “We couldn’t be happier to welcome Dirty Martini to the Nightcap family. These are long-established, well-run bars that fit well with our existing portfolio and our model of running multiple brands in clusters in London and around the country.
“Dirty Martini’s late-night bars operate in a similar way to ours. They have great bars in excellent locations with impressive fitouts, following over £10 million of capital investment.
“We will embed the Dirty Martini site operations into our existing head office infrastructure and expect to see synergies across the business as we continue to grow.
“This is the fourth acquisition in under three years and marks yet another important strategic step toward building the UK’s leading bar group.”
“Whilst the rail strikes have been detrimental to our current year performance, we are extremely proud of Nightcap’s successful new openings, the growth we have achieved and the foundation we have built for the future. Without the impact of rail strikes we would have had an exceptional year, which bodes well for next year.
“With the acquisition of Dirty Martini, we have a sizeable late night bar group with significant potential for further growth in the years ahead and we therefore look to FY 2024 with increased confidence.”
Through the Acquisition, Nightcap will operate the following bars and restaurant:
Dirty Martini, Bishopsgate: Situated in the heart of the City, Dirty Martini Bishopsgate was opened in 2013 and refurbished in 2020. The venue is based over an area of 3,627 square feet and has an up to 325 – person capacity.
Dirty Martini, St Paul’s: Situated in the City, Dirty Martini, St Paul’s represents the biggest Dirty Martini venue in London. The venue was opened in 2014 and was refurbished in 2016. It is based over an area of 7,175 square feet and has an up to 400 – person capacity.
Dirty Martini, Hanover Square: Situated in the West End, Dirty Martini, Hanover Square opened in 2011, the second site to be opened under the Dirty Martini brand and was refurbished in 2015. The venue is based over an area of 3,713 square feet and has an up to 250 – person capacity.
Dirty Martini, Monument: Situated close to London Bridge, Dirty Martini Monument was opened in 2014 and refurbished in 2020. The venue is based over an area of 3,466 square feet and has an up to 350 -person capacity.
Dirty Martini, Covent Garden: Dirty Martini, Covent Garden was the first site to be opened in 2010, under the Dirty Martini brand, and was refurbished in 2016. The venue is based over an area of 1,002 square feet and has an up to 150 – person capacity.
Dirty Martini, Cardiff: Situated in close proximity to Cardiff Central, Dirty Martini, Cardiff, opened in 2016, is the largest site by size in the Dirty Martini portfolio. The venue is based over an area of 10,086 square feet and has an up to 600 – person capacity.
Dirty Martini, Birmingham: Situated on Waterloo Street, Dirty Martini Birmingham was opened in 2018 and the most recent site to be refurbished in 2022. The venue is based over an area of 6,888 square feet and has an up to 350 – person capacity.
Dirty Martini, Bristol: Situated in Bristol City Centre, Dirty Martini Bristol is the latest site to open, having opened in 2021. The venue is based over an area of 3,305 square feet and has an up to 250 – person capacity.
Dirty Martini, Manchester: Situated in Spinningfields, Dirty Martini Manchester was opened in 2017. The venue is based over an area of 6,954 square feet and has an up to 400-person capacity.
Dirty Martini, Leeds: Situated in Leeds city centre, Dirty Martini Leeds was opened in 2017 and refurbished in 2018. The venue is based over an area of 6,480 square feet and has an up to 290-person capacity.
Tuttons British Brasserie: Tuttons is a restaurant which operated from its Covent Garden location for over 45 years. It is one of a select few sites in Covent Garden with a large, permanent, outdoor seating area with views of the famous Covent Garden Market and Piazza. The restaurant is based over an area of 5,630 square feet and has an up to 202 – person capacity. Tuttons shares a kitchen with Dirty Martini Covent Garden and the leases of these two sites are linked.