H&F increases Zooplus take-private offer

Harriet Matthews
13 September 2021

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Hellman & Friedman (H&F) has increased its take-private offer for Germany-based pet products retailer Zooplus from EUR 390 per share to EUR 460 per share, valuing the company at EUR 3.29bn.

Zooplus said in a statement that the offer is superior to any others that it has received and that its management and supervisory boards intend to support the takeover and to recommend the offer.

The GP's initial bid for Zooplus valued the company at around EUR 3bn. The firm was to acquire a 50% stake plus one share in Zooplus and had secured irrevocable tender agreements for 17% of the shares.

The offer was supported by the company's management and fellow shareholder Maxburg Capital Partners. Maxburg co-founder and managing partner Florian Seubert was a co-founder of Zooplus and served as its CFO until 2013.

However, Unquote sister publication Mergermarket reported on 27 August that Zooplus's shareholder association did not consider the offer to represent a high valuation for the company. A spokesperson for the association noted that it had a free float of only 38.8%, given that institutional shareholders own 55.2% of its shares, with the management owning 5%.

Although sources who spoke to Mergermarket said that they did not think a competing offer was likely to be submitted, Zooplus confirmed that it was in takeover talks with EQT in a statement issued on 2 September 2021, subsequently confirming on 7 September that it was in talks with KKR.

H&F announced the final close of Hellman & Friedman Capital Partners X on USD 24.4bn in July 2021. The fund deploys equity tickets of USD 400m-4bn, according to Unquote Data.

Founded in 1999 and headquartered in Munich, Zooplus is an online pet products retailer serving 30 European markets. The company listed on the Frankfurt Stock Exchange in 2008, at which time it posted turnover of around EUR 55m.

According to its latest annual report, Zooplus posted revenues of EUR 1.8bn and EBITDA of EUR 63.3m in 2020, versus revenues of EUR 1.5bn and EBITDA of EUR 11.8m in 2019. The company employed 768 staff in 2020, versus 713 in 2019, according to the same financial report.

H&F's investments in Germany have regularly intersected with the public markets. Its previous deals include its EUR 2.9bn acquisition of online new car marketplace AutoScout24 in December 2019 from parent company Scout24, as well as its 2003 minority investment in the listed Axel Springer publishing group, which the GP exited seven years later.