Fyffes to set up €200m quoted property company

ISEQ-listed fruit-distribution company Fyffes intends to establish a new, separately quoted property company, Bluestone Properties plc, with initial net assets of approximately €200m.

Fyffes’ shareholders will directly own 60% of Bluestone, corresponding to €120m of book value, 34c per share.

Fyffes will own the remaining 40% of Bluestone, representing €80m of book value, or 23c per share.

Fyffes has recently commissioned independent valuations of some of its properties, mainly in Ireland and the UK.

The valuers have determined that the 25 properties involved have a current market value of approximately €190m, compared to a net book value of approximately €110m.

Fyffes believes that shareholder value can be enhanced by de-merging the group’s property activities, including associated debt, from its fresh produce business.

It intends to seek shareholder approval to transfer these properties into Bluestone, which will initially be owned by Fyffes’ current shareholders.

It is proposed that, immediately afterwards, Fyffes will subscribe €80m to acquire a 40% shareholding in Bluestone, the latter using part of this cash to repay the €60m debt transferred with the de-merged properties.

It is intended that Bluestone will be listed on the AIM market in London (AIM) and IEX in Dublin.

Detailed documentation in relation to the de-merger plan will be posted to shareholders in March 2006 in advance of an EGM (subject to all necessary regulatory and other approvals being obtained in the meantime).