HALISTER: Essilor, Luxottica to Merge, Delfin Agrees to Contribute Stake

Essilor, Luxottica to Merge, Delfin Agrees to Contribute Stake

(Bloomberg) -- Essilor, Delfin agree to a combination of Essilor and Luxottica Group, new company will have revenues of more than EU15b and combined net EBITDA of ~EU3.5b.
  • Delfin irrevocably commits to contribute its shares in Luxottica to Essilor based on an exchange ratio of 0.461 Essilor share for 1 Luxottica share
    • Essilor will make a mandatory public exchange offer, under Italian Law, to acquire all of remaining issued and outstanding shares of Luxottica pursuant based on the exchange ratio and with a view to delist Luxottica
  • Based on a preliminary analysis, combined group is expected to progressively generate revenue and cost synergies ranging from EU400m to EU600m in the medium term and accelerating over the long term
  • Following deal, Delfin would own between 31% and 38% of the shares of EssilorLuxottica, would be largest shareholder
    • Voting rights of any shareholder of EssilorLuxottica would be capped at 31% and there would no longer be double voting rights for the shares
  • Board of Directors of Essilor held on Jan. 15 unanimously approved the agreement with Delfin
  • Deal close expected in 2H 2017
  • Financial advisors: Citigroup Global Markets Limited and Rothschild & Co for Essilor, Mediobanca for Delfin
  • Statement:Link
Alert: HALISTER
Source: BFW (Bloomberg First Word)

Tickers
EI FP (Essilor International SA)
LUX IM (Luxottica Group SpA)

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