West Perth-based Empire Beer Group Ltd is seeking $10 million to buy Margaret River's Colonial Brewing Company and fund two Fremantle locations for its planned craft beer enterprise - at the E-Shed and the Oyster Bar on Port Beach.
The company aims to build a brewery/restaurant facility at Fremantle's E-shed complex on Victoria Quay, and has acquired the option to build another at the current Oyster Bar site on Port Beach in North Fremantle.
The company is chaired by Gryphon Minerals Ltd and Venture Minerals Ltd chairman Mel Ashton, who is joined on the board by Matilda Bay Brewing mastermind Phillip Gallagher as managing director.
Also serving on the board are Grange Consulting group founder Ian Macliver, Tourism Western Australia board of commissioners chair and industry identity Kate Lamont and Pullinger Readhead Lucas partner Philip Lucas.
The company will offer 28.7 million shares to potential shareholders at 35c each, as well as issuing one free option exercisable at 35c on or before 30 November 2008 for every four shares issued.
However, Empire has foreshadowed the need to raise an additional $2 million in oversubscriptions to fund the acquisition of the North Fremantle site, representing around 5.7 million shares and 1.4 million options.
The company will also pay $3.6 million and issue 1.7 million shares and 2.7 million options to major Colonial shareholder Golden Hind Holdings Pty Ltd as consideration for the acquisition of its shares, as well as aggreing to issue 857,143 shares and 214,286 options to the North Fremantle site owner should the sale go ahead.
In addition to this, Empire will offer the minority Colonial shareholders a total of 5 million shares and 5 million options pro rata to the number of Colonial Shares held by them. The offer is not underwritten.
West Perth based Max Capital Pty Ltd are acting as lead manager for the offer, with Grange Consulting Group Pty Ltd serving as corporate adviser. BDO Consultants (WA) Pty Ltd is investigating accountant to the deal, with BDO Chartered Accountants and Advisers acting as auditor.
The deal will open on October 20, to close on November 24.
