Dufry reaches 87% of the Autogrill group, the merger is one step away

Milan – On the last possible day, there was a boom in subscriptions to the Purchase and Exchange Offer (OPAS) on Autogrill promoted by the Swiss duty free giant Dufry. Three out of four shareholdersor 74.3% of the free float, in fact they accepted the proposal to exchange theirs Autogrill shares with 0.158 Dufry shares. Therefore, the Swiss company that had already taken over the controlling stake held by Edizione, the holding company of the Benetton family, became owns 87% of the company.

Now Dufry could propose a merger between the listed company and an unlisted vehicle at any time, giving shareholders opposed to the operation a right of withdrawal. Meanwhile, the company will extend the terms of the offer by five days, in order to get closer to the 90% share of the capital, which allows for the forced withdrawal of the stock from Piazza Affari.

Better to join the Opas

Dufry’s offer – which availed itself of Ubs, Csfb and Unicredit as advisors, while Autogrill of the consultancy of Bofa, Citigroup, Intesa Sanpaolo and Mediobanca – should be reopened on May 26th. The undecided will have until June 1 to deliver the shares. However, the 90% quorum shouldn’t be difficult to achieve. To date, the right of withdrawal would be equal to about 6.5 euros therefore not convenient: it is more than the 6.33 euros of the cash component of the original offer, but less than the 6.94 euros yesterday on the stock exchange.

Governance of the new group

A new giant in the sector is therefore about to be born, in which the Benettons will be the first shareholder, with a share of more than 20% of the capital. Edizione has the right to appoint three of its representatives on the board of directors: the president of the holding company Alessandro Benetton it has already become honorary president by Dufry alongside Executive Chairman Juan Carlos Torres, the CEO of Edizione Enrico Laghi is vice president of the group led by Xavier Rossinyol, while the former CEO of Esselunga Sami Kahale is vice president of the Swiss giant.

Essilux, first meeting without Del Vecchio. Milleri: “3 billion in value for employees in five years”

by Sara Bennewitz

May 17, 2023

From the union of the two groups, the world leader in travel-related catering will be born, with a strong heart in the United States: bringing together two complementary groups should generate both important synergies on revenues and costs (estimated at 85 million Swiss francs). The The new Dufry-Autogrill group was born at a time when the world was once again travelingrecovering the levels not seen since 2019, i.e. before the pandemic.

In fact, Autogrill closed the first quarter of 2023 with revenues up 40% to 1,032 million euros, returning for the first time to 96% of sales in the first quarter of 2019. The recovery in travel, and a shift in consumption towards more high-end part, should also favor the profitability of the new group.