UPDATE: Icebreaker mum on Pencarrow stake as Moon family cedes control

UPDATED: Icebreaker is keeping mum on the implications of Pencarrow Private Equity's arrival on its share register and board, which has seen the family of Jeremy Moon cede control of the merino wool clothing company he founded.

Icebreaker's global PR manager Lauren Vosper confirmed Pencarrow's 38% stake, which was notified to the Companies Office yesterday, but said the terms of the deal are confidential and the company has no plans to speak publicly about the changes. That includes the addition of Pencarrow executive director Rod Gethen and investment director Jonathan Goldstone to the clothing maker's board.

Icebreaker more than doubled the number of shares on issue through a series of transactions including the Pencarrow investment, whittling down the Moon family's control from 75%, and introduced a new constitution that removed protections for founder Jeremy Moon's Moon Comm vehicle, the JM1 Trust and Stephen Tindall's K1W1 investment unit to maintain their holdings if the board wanted to issue new securities.

Executive chairman Jeremy Moon, who handed over the chief executive role to former Air New Zealand boss Rob Fyfe last year, is currently overseas and wasn't available to be interviewed.

The shareholding puts Pencarrow on a level footing with Mr Moon and his family interests, who collectively hold about 37%, while Tindall's K1W1 investment firm owns about 9.5% of the stock. TradeMe founder Sam Morgan's Jasmine Investment Holdings has a 2.6% stake in Icebreaker, and Mr Fyfe owns about 3.7%.

Pencarrow executive director Nigel Bingham said his firm had taken a stake through its Fund IV but terms of the deal were confidential.

The private equity firm opened Fund IV in 2011, raising $124 million for six to nine investments over a five-year period. So far, its portfolio includes Bell Tea & Coffee Co, retirement village operator BeGroup, solar power firm SolarCity, 3D modelling company ARANZ Geo, and cloud hosting firm Umbrellar.

Pencarrow has invested more than $300 million across more than 30 companies and typically partners with owners and management in a hands-on role. It usually targets mid-sized businesses with enterprise values of between $20 million and $100 million that deliver positive, growing earnings and are on a growth trajectory through organic expansion, acquisitions, international scalability, or industry consolidation.

In July, Icebreaker's board approved the issue of new shares at $37.03 apiece as part of a long-term incentive scheme, according to Companies Office documents lodged last month. At that price and at the time of the issue, that would value Icebreaker at about $42.2 million

Icebreaker has grown to a $200 million annual revenue company, generating about 85% of sales from the Northern hemisphere, with 5000 across 50 countries.

(BusinessDesk)