Latham & Watkins Advises on Mitchells & Butlers £351 Million Open Offer

Latham & Watkins advised Morgan Stanley, as sponsor and global co-ordinator, and Banco Santander and HSBC as joint bookrunners, on the underwritten, fully pre-emptive open offer of new ordinary shares by Mitchells & Butlers plc (the “Company”) to raise gross proceeds of up to £351 million (the “Open Offer”). Pursuant to the Open Offer, the Company will offer up to 166,937,606 shares representing approx. 39 per cent. of its existing share capital.

Mitchells & Butlers is a leading operator of managed restaurants, pub and bars. It has a portfolio of brands including All Bar One, Toby Carvery, Harvester, Miller & Carter, O’Neill’s, Browns, and Stonehouse. The Group’s liquidity position has deteriorated as a result of the impact of the COVID-19 pandemic, so the Open Offer is critical for the continued operation of the Group and its immediate financial stability.

Three of the major shareholders of the Company (Piedmont Inc., Elpida Group Limited and Smoothfield Holding Ltd.) have combined their 55% holdings into a new vehicle, Odyzean Limited, which has given an irrevocable undertaking to the Company to subscribe its pro-rata interests in the Open Offer and to take-up all remaining shares that are not allocated to existing shareholders.

The Latham team was led by London corporate partners James Inness and Anna Ngo, with associate Lachlan Ferguson.