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Mouchel bank buyout 'secures future and jobs' but shareholders left empty handed

Mouchel was acquired by its banks and management team this weekend in a deal that its chief executive says secures the future of 8,000 staff.

The announcement came just 24 hours after shareholders voted against a restructuring deal that would have resulted in the same ownership structure, while delivering them a “special dividend” of 1 penny per share.  Shareholders were instead left with nothing.

MRBL Limited, a newly incorporated company owned by the lenders of Mouchel Group plc – RBS, Lloyds Banking Group and Barclays – and the group’s management, acquired the businesses of Mouchel from the administrator of Mouchel Group plc on Saturday.

Administrators from KPMG were appointed after shareholders voted against a restructuring plan on Friday which would have seen the same bank buy out and delisting from the Stock Exchange.

They arranged a ‘pre pack’ administration and sale, saying that a fall in profitability had meant Mouchel could not service its debt.

Speaking exclusively to CN on Friday, chief executive Grant Rumbles expressed disappointment at some shareholders who he said “don’t understand, don’t watch or don’t care” about the company.

However, his team immediately mobilised the “alternative plan”, which has seen administrators appointed, suspension from the Stock Exchange and the same lenders and management take ownership of the firm.

Mr Rumbles said on Saturday: “The completion of this restructuring means that the long-term future of this business is secure and the jobs of more than 8,000 people have been preserved.

“We now have the right capital structure to take Mouchel forward. For our clients and suppliers it is business as usual.

“With a stable and supportive ownership structure and a balance sheet that is fit for purpose, Mouchel will be in a strong position to rebuild the business and start winning large contracts again.

“I’m pleased to say that we now have everything in place to be a stable and successful business.”

Richard Heis, Edward Boyle and Jane Moriarty, of KPMG, were appointed on Saturday afternoon as joint administrators to the company, after directors filed to the High Court on Friday.

The assets of Mouchel - including operating companies and staff - have been transferred, effective immediately, to MRBL Limited.

The UK Listing Authority has agreed to the cancellation of the company’s shares from admission to the Official List of the UK Listing Authority , effective at 8am on 28 August 2012, following a request by the administrators.

Mouchel was trading at around 158p last year. It rejected takeover bids from Costain and Interserve. Chief executive at the time Richard Cuthbert told CN that he and the board stood by that decision. He later resigned.

Mr Heis, joint administrator and partner at KPMG, said: “A fall in profitability meant that the business could no longer service its debt facilities.  Restructuring the balance sheet in order to reduce the debt and secure ongoing funding was essential to secure the future of the business.

“Following the rejection by shareholders of the company’s proposed restructuring plan, the sale via “pre pack” was required to provide the business with as much stability as possible by quickly securing a new owner and finance for the business.

“It has ensured continuity for the business’ subsidiaries, their suppliers, customers and 8,000 employees, whilst enabling the business to restructure, putting it on a stable footing for the future.”

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