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Corbion N.V. — M&A Activity 2013
Mar 25, 2013
3826_iss_2013-03-25_83c49f09-ef00-45fc-9ba4-848a5f33287d.pdf
M&A Activity
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CSM nv Corporate Communications
Nienoord 13 1112 XE Diemen PO Box 349 1000 AH Amsterdam the Netherlands
Press Release
CSM announces Intended Divestment of its Bakery Supplies businesses to Rhône Capital
Diemen, the Netherlands, 25 March 2013
CSM nv announces that agreement has been reached with affiliates of Rhône Capital L.L.C. regarding the intended divestment of CSM's Bakery Supplies businesses. The Bakery Supplies activities will be divested for an Enterprise Value of € 1,050 million. This divestment is an important part of CSM nv's strategy to transform into a bio-based ingredients company.
The businesses planned to be divested by CSM nv comprise the European Bakery Supplies and North American Bakery Supplies businesses (excluding Caravan Ingredients), as well as the international Bakery Supplies activities. Rhône Capital will also acquire the CSM brand name. In 2012 these businesses had aggregate sales of € 2,562 million and aggregate EBITA excluding one-off costs of € 106.8 million. Total staff comprised 8,220 employees (FTE) at end of 2012.
The net cash proceeds from the divestment are estimated to be approximately € 850 million. The difference between Enterprise Value and net cash proceeds, for the largest part, relates to liabilities such as pensions being transferred with the business.
The Board of Management and the Supervisory Board of CSM nv are of the opinion that this transaction is in the best interests of all stakeholders, including employees, shareholders, and customers. As a next step, we will undertake consultative procedures with the works councils and labor unions where applicable. Completion is subject to regulatory clearance from competition authorities, in Europe and the United States. The intended transaction is expected to be completed in the third quarter.
This transaction is a significant step on the Company's path to transform into a bio-based ingredients company, which CSM nv announced on 7 May 2012. Shareholder approval for the transformation of the Company and divestment of its Bakery Supplies businesses was obtained at an Extraordinary General Meeting of Shareholders, held on 3 July 2012.
Commenting on today's announcement, Gerard Hoetmer, CEO of CSM said: "The intended divestment of our Bakery Supplies businesses is a milestone in the development of the Company, and an essential step towards our goal of transforming into a leading supplier of innovative biobased ingredients and solutions. Just as important, as part of Rhône Capital, the Bakery Supplies businesses, continuing with our highly appreciated workforce, will have more opportunities to develop their strong market positions in Europe and North America, build a strong presence in new markets, and lead the trend towards further industry consolidation."
Steven Langman, Managing Director, of Rhône Capital commented: "Rhône Capital commented: "We are proud to succeed CSM nv in stewardship of the Bakery Supplies businesses. We look forward to building on the foundation of the Bakery Supplies businesses' product innovation capabilities, valued customer relationships and skilled workforce, and to support existing management in its global growth."
For more information, please contact:
Press & Analysts:
Press: Saskia Nuijten, Director Corporate Communications, tel. +31 (0)20 5906320 / +31(0)621812453
Analysts and investors: Jeroen van Harten, Director Investor Relations, tel. +31 (0)20 5906293 / cell phone +31(0)621577086
Media call
On March 25, 2013 CSM will host a telephone conference at 10.00 hrs CET for media.
Please find below the dial in details for the telephone conference.
| 31-20-794-8505 |
|---|
| 44-20-7190-1598 |
| 33 1 70 993 504 |
| 1 480 629 9846 |
| 49 6958 999 0815 |
| 32 2290 1610 |
These details will also be posted on the Press page of the CSM website
Analyst presentation (Webcast)
On March 25, 2013 CSM will host a telephone conference at 11.00 hrs CET for analyst. The slides, used during the call can be downloaded from our website.
Please find below the dial in details for the telephone conference.
| Dial numbers: | |
|---|---|
| Belgium | 32-2290-1610 |
| Denmark | 45-3271-4691 |
| France | 33-1-70-99-3433 |
| Germany | 49-6958-999-0708 |
| Italy | 39-023-0350-9037 |
| Netherlands | 31-20-794-8505 |
| Spain | 34-9-3492-3034 |
| Sweden | 46-8-5052-0193 |
| Switzerland | 41 2-2592-7090 |
| United Kingdom | 44-20-7190-1598 |
US Elite 1-480-629-9654
These details will also be posted on the Investor Relations page of the CSM website and a replay of the telephone conference will be available from March 25, 2013 onwards.
Background information
About CSM
CSM is the largest supplier of bakery products worldwide and is global market leader in lactic acid and lactic acid derivatives. CSM produces and distributes an extensive range of bakery products and ingredients for artisan and industrial bakeries and for in-store and out-of-home markets. It also produces a variety of lactic acid applications for the food, chemical and pharmaceutical industries. CSM operates in business-to-business markets throughout Europe, North America, South America, Asia and Africa, generates annual sales of € 3.3 billion and has a workforce of around 9,800 employees in 28 countries. CSM is listed on NYSE Euronext Amsterdam. For more information: www.csmglobal.com.
About Rhône Capital and its affiliates
Rhône, established in 1996, is a global private equity firm with more than €3 billion under management and a focus on private equity investments in market leading businesses with a pan-European or transatlantic presence and expansion prospects. Rhône's investment philosophy includes the development of strong, strategic partnerships with the companies in which it invests. Rhône has offices in London and New York and currently holds investments in a diversified portfolio of companies, including investments in the consumer, chemical, energy, industrial, materials, mining, and shipping industries.