(Original article posted by Reuters on ChicagoTribune.com and can be read here)
German investor Joh A Benckiser (JAB) is to buy the owner of Douwe Egberts coffee in a $9.8 billion deal to create a global hot drinks empire aimed at taking on market leaders Nestle and Mondelez.
D.E Master Blenders 1753, the Dutch owner of Douwe Egberts coffee and Pickwick tea, said on Friday it had reached conditional agreement on a 12.50 euros per share cash takeover offer from a group of investors led by JAB.
JAB, the investment vehicle of the billionaire Reimann family, has been building a hot drinks business in a bid to tap strong growth driven by new products, such as single-serve coffee brewers, and demand from emerging markets.
Its brands include Caribou Coffee Co Inc. and Peet's Coffee & Tea Inc. in the United States, while D.E Master Blenders will give it a strong position in Europe.
The offer is below JAB's original proposal of 12.75 euros per share, but still represents a 36 percent premium to D.E. Master Blenders' average closing share price in the three months to March 27, when the initial proposal was disclosed.
Analysts said the price compared favourably with recent similar deals and saw little chance of a rival bid, not least because JAB already owns around 15 percent of D.E Master Blenders, meaning it will actually pay about 6.4 billion euros.
"We consider the probability of a higher offer to be slim," said KBC Securities analysts Pascale Weber and Jan-Willem Billiet in a note, recommending investors accept the offer.
D.E Master Blenders declined to specify why the offer price had been reduced from the initial proposal and chief executive Jan Bennink, who will step down after the takeover, said it had not had contacts with other potential buyers.
D.E Master Blenders, which also owns Senseo coffee, has had a rocky time since it was spun off last year from Sara Lee Corp., which has since changed its name to Hillshire Brands.
Within weeks of its listing, it shocked investors with the news its Brazilian unit had been hit by fraud, tax and inventory problems, forcing it to restate past financial statements.
Previous CEO Michael Herkemij quit in December, just six months after the stock market debut, and in February the firm reported lower-than-expected profits and cut its outlook for 2013 citing pricing pressures in austerity-hit Europe.
Market leader Nestle's coffee sales had a retail value of $17.12 billion last year, while Mondelez International ranked second at $8.32 billion, according to Euromonitor International.
D.E Master Blenders ranks third with annual sales of about 2.66 billion euros.
JAB said it would finance the deal through a combination of roughly 3 billion euros of debt and about 4.9 billion euro in equity, and said it has committed financing from arrangers Bank of America, Citibank, Rabobank and Morgan Stanley. The deal is conditional on issues including regulatory approval.
Leonardo & Co., BDT & Company, Bank of America Merrill Lynch and Rabobank/Rothschild are financial advisers to JAB. Lazard is lead financial adviser to D.E Master Blenders, with Goldman Sachs and JP Morgan also acting as financial advisers.
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