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Bain, Carlyle place takeover bid for Osram at €35 per share

Katharine Hidalgo
04 July 2019

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Bain Capital and The Carlyle Group have offered €35 per share for Munich-based lighting manufacturer Osram Licht, giving the company an estimated enterprise value of €3.9bn.

Bain and Carlyle have shown interest in the company since November 2018 and February 2019, respectively. The two firms secured financing from lenders earlier this week, according to reports by Unquote sister publication Mergermarket.

In March 2019, Osram issued a profit warning citing weakness in the automotive industry, a sector to which Osram has high exposure.

The company is expected to have a negative cash flow of €50-150m in 2019. Osram's adjusted EBITDA fell from €695m in 2017 to €605m in 2018. Its revenues fell from €4.128bn in 2017 to €4.115bn in 2018.

Bain is currently investing from its Bain Capital Europe V vehicle, which closed on €4.35bn in July 2018 and was 6% deployed as of December 2018.

Carlyle is currently investing from its Carlyle Europe Partners V fund, which held a first close on €3.3bn in May 2018. This takeover offer follows the announcement of the fund's €1bn buyout of Italy-based Forgital Group in May 2019.

Prior to the announcement, Osram was trading at €28.98 per share. The share price has since risen to €32.94 at the time of publication, giving the company a market capitalisation of €3.19bn.

The announcement follows the divestment of the company's luminaires business to Stern Stewart Capital, a transaction that was running concurrently with the negotiations with Bain and Carlyle.

Osram, previously a Siemens business unit, listed on the Frankfurt and Munich exchange in 2013, opening at €27.07 per share.

Osram is a lighting and semiconductor manufacturer headquartered in Munich. Founded in 1919, the company employs approximately 26,200 people.

JP Morgan is advising Bain and Carlyle, and Perella Weinberg Partners is advising Osram. Bain declined to comment on the bid. Carlyle and Osram had not responded to requests for comment at the time of publication.