The deal values the French-based group at circa €684 million (US$760m). Grand Marnier investors will get €8,050 in cash per share, plus a possible payment related to the planned sale of real estate property.
Campari announced that it haa reached an agreement with the controlling family shareholders of the French listed company Société des Produits Marnier Lapostolle S.A. (SPML) to acquire control of the company.
The deal is:
o immediate acquisition of shares representing 17.19% in full ownership, 1.06% in bare ownership and 1.54% of SPML’s capital through block transactions with some of the controlling family shareholders;
o agreement to enable the acquisition as from 2021 of all remaining shares currently held by the controlling family shareholders, representing 26.60% in full ownership and 2.24% in bare ownership of SPML’s capital;
o filing of a public tender offer on all outstanding shares of SPML with the intention to take full control of the company;
o in the event that the outcome of the tender offer is such that Gruppo Campari comes to own fewer than 50.01% of SPML’s capital and voting rights, the family shareholders who are parties to the put and call options have undertaken to sell their shares before 2021 and to relinquish their double voting rights to the extent necessary for Gruppo Campari to acquire a controlling stake in SPML.
Finally, simultaneously to the acquisition of the initial stakes in SPML, Campari has entered into an exclusive agreement with the target company for the worldwide distribution of the Grand Marnier spirits portfolio.
Campari says SPML perfectly fits Gruppo Campari’s acquisition strategy:
o SPML is a leading French spirits company, owner of the premium iconic Grand Marnier liqueur brand
o Renowned for its blend of cognac and bitter orange essence, Grand Marnier is one of the world’s most recognised liqueur brands with a 150-year history and a strong presence in premium on-trade outlets;
o Grand Marnier is poised to enter Gruppo Campari’s ‘Global Priorities’ portfolio, thus reshaping, further strengthening and premiumising Gruppo Campari’s offering. Moreover, the group says it enables it to further capitalise on the revival of classic cocktails, particularly in the US.
The group says further leverages its expanded international route-to-market as well as its brand building capabilities, adds further critical mass across the group’s markets (particularly the key US market) and enhances its exposure to the premium on-trade channel as well as Global Travel Retail.
Thomas Buckley and Ruth David of Bloomberg News report that Grand Marnier had been working with Rothschild to explore strategic options for the business including a sale.