It’s recommended and it is in cash, so the offer for for Spain’s Altadis from Imperial Tobacco, worth €16.2bn including debt, seems to be ushering this long-running takeover saga towards a close. Here are the headline terms published on Wednesday:
- Recommended proposed cash offer of €50 per Altadis share, totting up to an enterprise value of €16.2bn
- Multiple of 14.2x Altadis’ 2006 ebitda and a premium of 32% over the price of Altadis on March 12 when the bid battle kicked off
- Recommendation from the Altadis board in the absence of a competing offer at a higher price
- “Operational efficiencies” put at €300m per annum; unspecified “revenue benefits”
- “One-off” cash costs of €470m
- Disposals of non-core assets valued at €650m
- “Return on investment in excess of weighted average cost of capital” by second year
- Earnings enhancing in the first full year
- Dividend policy to be maintained
- “Provide a more favourable return on investment than alternative uses of funds, specifically Imperial Tobacco’s share buyback programme”
- Offer conditional on 80 per cent acceptances
- Altadis chief executive Antonio Vazquez and chairman Jean-Dominique Comolli invited to join Imps board
- Headquarters of cigar division to remain in Madrid; “substantial presence” to be maintained in Paris
Citi, RBS, Lehman, Barclays and Santander will underwrite debt facilities of €13.5bn. Equity bridge financing of €8bn, pending completion of €8bn rights issue slated for sometime within the next 12 months — underwritten by ABN Amro Hoare Govett, Morgan Stanley, Citi and Lehman.Presentation to investors at 10.15, London time, viewable via a web cast at www.imperial-tobacco.com