Dia Retail Sells Clarel to Trinity Group: Financial Details and Strategic Impact

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Dia Retail to Sell Clarel Stores to Trinity Group

Dia Retail, a subsidiary of Day, has reached an agreement to sell Clarel to the Colombian conglomerate Trinity. The transaction values the deal at approximately 42.2 million euros, though the final figure could shift based on certain performance and condition parameters disclosed by the company on a Tuesday update.

The agreement includes at least 11.5 million euros to be paid in 2024 and a potential 15 million euros payable by 2029, depending on agreed milestones and conditions. In addition, a 18.7 million euro payment will be disbursed through staged cash flow, resulting in a net cash position of about 15.7 million euros after the payout. The cash portions are planned across 2024 (4.2 million), 2027 (12.3 million), and 2029 (2.2 million), contributing to the overall maximum consideration of 42.2 million euros tied to the sale.

Among the assets involved in the deal are roughly 1,000 Clarel stores dispersed across the country and three distribution centers. Dia Retail stated that the proceeds from the sale will be used to accelerate its growth strategy, aligning with the group’s objectives communicated to the National Securities Market Commission (CNMV).

The completion of the transaction is contingent on the necessary competition approvals and is anticipated in the first half of 2024. The leadership of Trinity highlighted the brand’s appeal in the Spanish market and the potential for renewed growth and expansion under new ownership. Omar González, chairman of Trinity, emphasized that the deal positions Clarel for ongoing development while building on the brand’s existing foundation.

On the Dia side, CEO Martín Tolcachir stressed that this marks a new growth phase focused on the company’s core capability: local food distribution. He underscored the importance of strengthening operations in markets where Dia already has a robust, reliable distribution network and supplier relationships.

Accounting Implications and Advisory Support

The sale is expected to generate a negative accounting impact of 9.4 million euros on Dia’s 2023 consolidated income statement, reflecting the write-off and related write-downs associated with the transaction. Dia has engaged several advisory firms to support the deal, including Arcano Partners, Herbert Smith Freehills, and Deloitte. Trinity has been advised by the law firm DLA Piper, aligning with standard practice for cross-border mergers and acquisitions.

Earlier in the year, Dia disclosed that it was actively pursuing a buyer for more than 1,000 Clarel stores after the termination of a previously agreed sale with C2 Private Capital. The earlier agreement, announced last August, was withdrawn on July 31 because the conditions precedent could not be satisfied, leading Dia to explore alternative options to realize value from the Clarel portfolio.

The current transaction continues to reflect Dia’s broader strategic aim of sharpening its asset mix and reallocating capital toward opportunities that strengthen its core distribution capabilities, while Trinity seeks to expand its footprint in the European retail landscape with a strong, established network of stores and distribution infrastructure. The final outcome remains subject to regulatory clearance and any further adjustments agreed upon by the parties as the process advances.

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