Norwegian conglomerate Orkla, which is reshaping its business to focus on consumer goods, is to buy local food group Rieber & Søn.
Orkla has struck a deal to buy the Rieber family's 90.1% stake in Rieber & Søn. The agreement values Rieber & Søn at NOK6.1bn (US$1.03bn), on a debt-free basis.
Rieber & Søn has operations in the Nordic region, central Europe and Russia - three areas in which Orkla already sells products from pizza to chocolate.
Orkla said today (20 August) the deal needed approval from the European Commission and anti-trust officials in Russia. It expects the takeover to be complete in the first quarter of next year.
After completing the transaction with the Rieber family, Orkla will then launch a mandatory offer to buy out the rest of the company's shareholders and delist it from the Oslo Stock Exchange.
Orkla announced last year it would focus on FMCG. This spring, Orkla stunned the market with news that its CEO and the head of its consumer goods business had left the company. Analysts speculated Orkla's owners had grown frustrated with the progress the company was making to focus on FMCG.
Orkla said today the deal for Rieber & Søn was "a significant step towards becoming a pure-play branded consumer goods company".
Click here to read comment from Orkla CEO Åge Korsvold on the acquisition, and here to read analysts thoughts on the deal.
Show the press release
Orkla ASA has signed an agreement with the Rieber family for the purchase of their shares in Rieber & Søn ASA. In so doing, Orkla takes a significant step towards becoming a pure play branded consumer goods company.
The agreement encompasses 90.11 per cent of the shares in Rieber & Søn at a price of NOK 66.58 per share. The transaction values the entire company (on a debt-free basis) at NOK 6.1 billion*.
Rieber & Søn is listed on the Oslo Stock Exchange, and is an important supplier to grocery stores in the Nordic countries, parts of Central Europe and Russia. Its well-known brands include Toro, Vitana, K-Salat, Delecta, Frödinge, Chaka and Bähncke. In 2011, its total sales amounted to about NOK 4.3 billion. Operating profit before depreciation and amortisation (EBITDA) came to NOK 642 million in 2010 and NOK 464 million in 2011. The company has a total of 2900 employees, of whom 1700 work outside of Norway.
"Rieber & Søn is a well-run group, with a strong heritage, talented employees and strong market positions. Together, Rieber & Søn and Orkla will be the leading Nordic food manufacturer, with the expertise and resources to develop strong local products and brands in competition with international players," comments CEO Åge Korsvold of Orkla.
"The Rieber family has owned the company since it was founded in 1839. We are proud of what we have developed through generations together with our employees. We have considered different strategic options and potential buyers, and we are confident that having Orkla as owner is the best alternative for further developing our companies and brands," says Fritz Rieber on behalf of the Rieber family.
Rieber & Søn has a range of familiar brands and businesses: Toro is Norway's leading supplier of sauces, soups and ready-made meals, and other products. Other famous Norwegian brands in Rieber & Søn’s portfolio include Denja, Mr. Lee, Vossafår and Vestlandslefsa. Vitana is one of the Czech Republic's largest and most renowned food¬ manufacturers. K-Salat has a good position in both Sweden and Denmark in mayonnaise, remoulade and salads. Delecta is one of Poland's leading dessert and bake mix brands. Frödinge is the market leader in chilled and frozen cakes and desserts in Sweden. Chaka is a well-known Russian brand of nuts. Bähncke is the leading Danish mustard brand. In addition, Rieber & Søn supplies ¬the food service sector in Norway, Sweden, Denmark, the Czech Republic and Slovakia.
"With this acquisition, Orkla expands its product portfolio and gains strong market positions in categories that are entirely new to us. Rieber & Søn has created local food customs and defined the well-loved taste of a number of familiar products. The company has strong brands that are an optimal fit for Orkla's product portfolio as regards categories, production technology and geography," Korsvold elaborates.
Orkla has signed the agreement with the companies AS Atlantis Vest, Zee Ploeg AS and Flu AS. The selling companies are owned and controlled by representatives of the Rieber family. The purchase price will be paid as a cash settlement, funded by drawing on committed credit facilities. The purchase price will be adjusted based on an interest rate corresponding to NIBOR3M for the period from the signing of the agreement until closing.
Closing of the transaction is conditional upon receiving approval from the European Commission and Russian competition¬ authorities. It is expected that closing of the transaction can take place by the end of Q1 2013. After completing the transaction with the Rieber family, Orkla will present a mandatory offer to the remaining shareholders in the company based on same price per share that will be paid to the Rieber family, and subsequently seek to have the company delisted from the Oslo Stock Exchange.
Original source: Orkla
