The British Honey Company plc
("British Honey", "BHC" or the "Company")
BHC signs Joint Venture Agreement with Cottisford Limited
New Whiskey Distillery and Bonded Warehouse to be set up on The Tusmore Park Estate
The British Honey Company plc, the producer of premium British honey-infused spirits and alcohol sanitiser products, is pleased to announce the signing of a Joint Venture Agreement (the "Agreement" or the "JV") with Cottisford Limited ("Cottisford"), the Company's largest shareholder controlling 29 per cent of the Company's issued share capital and a related party of the Company. The Agreement therefore constitutes a related party transaction for the purposes of Rule 52 of the AQSE Growth Market Rules for Issuers.
Under the Agreement, BHC and Cottisford will have equal ownership of a newly incorporated JV vehicle, Tusmore Collection Limited ("NewCo") into which each party has committed to invest up to £1m. NewCo has been established specifically to set up and operate a new distillery and bonded warehouse within the grounds of the Tusmore Park Estate in Oxfordshire, which is owned indirectly by Cottisford. The Company currently produces over 4 tonnes of the finest British honey per year from its 150 beehives of which 120 are operated under licence from Cottisford at the Tusmore Park Estate. Part of the development will include the installation of a honey extraction plant where Tusmore honey will be processed before packing by BHC at it Worminghall distillery.
The Agreement will allow the Company, to work closely with Cottisford to develop an exceptional premium Whiskey brand, drawing on the name and reputation of both BHC and the Tusmore Park Estate, together with an opportunity to create further Tusmore-branded products in the future. The Board of BHC view this Agreement as a great opportunity for the Company to further diversify its product range, create a potentially valuable stock of whiskey and build another premium spirit brand which the Company expects to be able to monetize both within the UK and internationally.
The Company has already produced 2019 and 2020 batches of New Make Single Malt, un-aged whiskey, which recently won a Silver Award at the San Francisco World Spirits Competition and Silver at The International Wine and Spirits Competition. It was produced from barley harvested on the Estate and is currently distilled on behalf of the Company by a renowned third-party distillery in Ireland. The new distillery, once completed, will enable the Company to produce its own premium brand whiskey on the Estate, which will be Single Estate Triple Distilled premium English whiskey.
British Honey and Cottisford expect to start work on the renovation and construction of a bonded warehouse and the distillery in the Park Farm building complex immediately. This work is expected to take 18 months and the first whiskey should be produced in August 2021. The 2020 whiskey has been produced and will be stored at Tusmore in the new bonded warehouse.
As set out in the Company's Admission Document last March, BHC and Cottisford have been in discussion for some time seeking to develop further their corporate relationship. The development of Tusmore distillery will allow the Company to produce whiskey using barley grown on the estate and to develop an appealing premium heritage brand to add to the Company's already significant stable of spirit brands. The Company will install a small batch Gin and Vodka still to complement the range with high quality specialist botanical spirits.
The Tusmore Park Estate is located approximately 5 miles north of Bicester in Oxfordshire and comprises a magnificent Neo-Georgian house and extensive grounds. The Directors are exploring the opportunity to create an exclusive education and visitor center at the site of the new distillery, benefitting from the easy transport links to London and the natural beauty of the area.
· Tusmore Collection Limited will have a Board of 4 directors, comprising two each from BHC and Cottisford.
· Initially, the directors of Tusmore Collection Limited will be Michael Williams, Robert Porter-Smith, Wafic Said and William Heard.
· Tusmore Collection Limited will lease premises from Cottisford under a 20 year lease agreement on open market terms.
· A perpetual licence of the Tusmore brand for the production of Spirits has been granted
· BHC and Cottisford will fund the JV up to £2 million by way of loan note instruments (the "Loan Notes") with half being committed by each party. Initially only £100,000 will be subscribed for under the loan note instrument by each shareholder. The notes will accrue interest at 3% and Tusmore Collection Limited will be obliged to begin repaying the notes after 5 years.
· BHC is providing back office support including provision of its bespoke software.
Commenting on the Agreement, Michael Williams, CEO of British Honey, said:
"This JV is an important milestone for British Honey, not only in terms of further developing our strong relationship with Cottisford but also for the commercialisation of our new Tusmore whiskey brand and the establishment of a second distillery and bonded warehouse which is key to increasing the Company's scalable infrastructure. We look forward to welcoming visitors of all ages to the new facility where they can explore our honey production"
The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.
Michael Williams, CEO
Brooke Wiseman, Marketing Director
Tel: +44 (0)7976 559243
finnCap - AQSE Corporate Adviser & Joint Broker
Carl Holmes / Matthew Radley (corporate finance)
Richard Chambers (ECM)
Tel: +44 (0)20 7220 0500
Stanford Capital Partners - Joint Broker
Patrick Claridge / John Howes / Bob Pountney
Tel: +44 (0)20 3815 8880
Walbrook PR Limited - Financial PR
Paul Vann / Nick Rome / Nicholas Johnson
Tel: +44 (0)20 7933 8780
+44 (0)7768 807631
Notes to Editors
About British Honey Company
Launched in 2014, BHC is famed for its award-winning fruit and honey infused spirits, marketed under the Keepr's brand. Many of the Keepr's spirits are infused with BHC's proprietary British Honey from its fully traceable apiaries. The impressive spirits range with seasonal lines spans eight gins, four vodkas, two rums, two bourbons and a whiskey which is scheduled for release later this year. BHC's spirits are distilled onsite in the company's specially customised Still under the watchful eye of international award-winning Master Distiller, Jamie Baggott. In March 2020 BHC diversified its product range by developing its first alcohol sanitiser product in the UK in response to the Covid-19 outbreak. This was produced using BHC's excess alcohol supplies and under authorisations obtained from HMRC to use denatured alcohol for alcohol sanitiser use.