“It is difficult for agents to differentiate on market capability and, in truth, many
firms have good connections. What we really appreciated was, after a good debate over the next
steps, the team delivered. The communication was clear, timely, and relevant. We got a great
result.”
— Richard Bartholomew
Head of Real Estate,
Boots Group Plc
The Challenge
Boots Plc is one of the leading retail companies in the UK. In 2005, we were invited to
structure a sale-leaseback of £250-£300 million ($436 million to $523 million) worth of
freehold (owned) and long-leasehold properties occupied by Boots.
We were instructed to maximize value while retaining sufficient flexibility for the changing
requirements of Boots’s retail operations. Boots wanted to retain maximum flexibility to
respond to changing trading conditions. A portfolio of 312 properties was chosen and
included a unique geographic spread across the UK.
Our Impact
The unique structuring of the transaction represented one of the most innovative property
transactions in the UK for 2005.
Our Capital Markets team worked with Boots to analyze a series of economic scenarios to
identify which stores might need to be vacated. Our team then determined the price potential
investors would pay for the overall portfolio given key variables, including an annual option
to vacate with flexible terms of 1.5% or 3%. Boots also wished to review the price
differential applied to lease length, so our team asked for bids on both 15- and 20-year lease
lengths.
In addition, the deal was structured to provide Boots added flexibility should unforeseen
changes arise. The team negotiated an option whereby Boots could vacate 20% of the
portfolio simply by giving a year’s notice and paying three- or four-year’s rent, based on an
index of the portfolio’s overall rental value.
The Outcome
A limited number of parties were approached and a two- stage carefully managed bidding
process was undertaken. Given the matrix structure of the bidding process, our Capital Markets
team was able to determine each bidder’s willingness to pay, and how much, given alternative
scenarios. That matrix enabled Boots to make an informed decision as to the best outcome.
The ultimate purchase price provided Boots with a significant profit above the
portfolio’s book value, certainty of future occupational costs, and retained substantial
flexibility.