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Travers Smith advises S.A. Brain & Company on deal with Marston's plc to restructure its pub business

Overview

Travers Smith LLP has advised S.A. Brain & Company, Limited (Brains) on a deal with Marston's plc (Marstons) which will see Marstons take on the operation of 156 Brains' pubs in Wales.

Established in Cardiff in 1882, Brains is an iconic family business, synonymous with pubs and brewing in Wales with which Marston’s has had a long-standing relationship. Brains owns a portfolio of 156 pubs, principally located in South and West Wales, as well as the heritage beer brand of Wales of the same name. The pub business comprises a freehold estate of 86 managed and 55 tenanted pubs, together with a leasehold estate of 15 managed pubs and bars. The pub business currently employs around 1,300 people.

Marston's will operate 141 pubs on a leasehold basis with £5.5 million in annual rent chargeable from April. The majority of the pubs will be on a long lease agreement of 25 years. A further 15 leasehold sites will be operated under management contract.

The transaction completed on 5 February 2021.

John Rhys, Chairman of Brains, said: "This agreement marks the formation of a lasting strategic relationship with Marston’s which secures the future of Brains’ pubs and 1,300 of our employees within them. We know and trust Marston’s to be excellent custodians of our pubs and, whilst this is not a decision we have taken lightly, we are confident that both our pubs – and our pubs teams - will thrive under their stewardship. Furthermore, this transaction enables Brains to recapitalise its balance sheet and continue its long heritage as an independent entity, preserving this great Welsh business for generations to come."

The Travers Smith Real Estate team was led by Real Estate Partner Alex Millar along with Real Estate Senior Associate Emma Sykes and Real Estate Trainees Dan Forshaw and Lora Abagero.  The wider team was also led by Private Equity & Financial Sponsors Partner Ian Keefe and Commercial, IP & Technology Partner Richard Brown.  The team also included Private Equity & Financial Sponsors Associates Jessica Cragg and Laura Kelly, Commercial IP & Technology Consultant Sam Elworthy, Finance Senior Associate Natalie Scoones, Pensions Senior Counsel, Helen Rowan, Employment Partner Sian Keall and Employment Associate Sarah Baker. Evercore acted as financial advisers to Brains on the transaction.