univar (Netherlands) - Nov 2007

unquote
01 November 2007

Tweet
Facebook
LinkedIn
Google plus
Send to

CVC has made its €1.52bn bid for Rotterdam-based chemicals distributor Univar NV unconditional after 97.2% of the Univar shares have been tendered. CVC and Univar have requested delisting of the shares on Euronext Amsterdam. CVC-owned holding company Ulysses Luxembourg announced its bid for Univar during the summer. The offer, worth €53.50 per share, represented a premium of 37% on the closing price on 6 July. Univar’s major shareholder HAL Holding promptly committed its 26.6% stake to the bid. The supervisory and the management boards have unanimously recommended the offer. Parcom Ventures, the private equity arm of ING, is acting as co-investor in the equity investment of Ulysses. Senior management and key personnel will also hold some stake in the company.

Company

Univar has a network of more than 200 distribution centres in the US, Canada, Europe and Asia. Earlier this year the company acquired Chemcentral, another chemicals distributor, extending its presence in the US, Asia and Latin America. The two companies had combined 2006 sales of about $8bn and EBITDA of $357m. The company has approximately 8,000 employees. The investors are keen to explore complementary and strategic acquisitions, in particular in Europe and Asia/Middle East.

People

Ulysses plans to replace the supervisory and management boards with a one-tier board structure. The board of directors of Univar will be composed of Gary Pruitt, who is the current CEO, three directors nominated by Ulysses and at least one member who will be fully independent of the shareholders and management. Jan Holsboer, a member of the management board, and the members of the current supervisory board will step down.

Advisers

Equity - Bank of America, (Financial Due Diligence)Equity - Deutsche Bank, (Financial Due Diligence)Equity - Freshfields Bruckhaus Deringer, (Legal)Equity - ING Corporate Finance, (Financial Due Diligence)Equity - Kirkland & Ellis, Andres Mena, Jason Kanner (Corporate Finance)Equity - Kirkland & Ellis, Geoff Levin (Legal)Equity - Kirkland & Ellis, David Grenker, Patrick Gallagher (Tax)Equity - Kirkland & Ellis, Claire Sheng, Jeff Symons, Kirk Radke (Other Consulting)Equity - Sullivan & Cromwell, (Legal)Vendor - De Brauw Blackstone Westbroek - United Kingdom, Harm-Jan de Kluiver, Jan Willem de Boer (Corporate Finance)Vendor - De Brauw Blackstone Westbroek - United Kingdom, Jan Marten van Dijk, Karin Schadee (Financial Due Diligence)Vendor - Rothschild, Charles Montgomerie, Crispin Wright, Guy Mullin-Henderson (Financial Due Diligence)