Listen to the audio version of the article
Davide Campari puts together the tools to finance the acquisition of Courvoisier cognac, an asset valued at 1.32 billion dollars, the most important M&A operation in the history of the group in terms of size. To support it, the company will offer new ordinary shares for a value of approximately 650 million with a reserved placement through accelerated bookbuilding and a nominal amount of “senior unsecured” convertible bonds maturing in 2029 of approximately 500 million.
As foreseen in the announcement of the acquisition of Courvoisier last December 14th regarding the various financing alternatives, with this placement the group intends to “exploit the favorable market conditions to optimize the financing structure”. The net proceeds from the placement will be used to finance the transaction and for general corporate purposes. «The placement – we read in a note from the company – will improve the pro-forma capital structure of the group by accelerating the deleverage process and will extend the average maturity of the group’s liabilities, thus further strengthening» its financial profile, «allowing further growth”.
In detail, the board of directors resolved last December 14, on the day of the acquisition announcement, to issue the new shares, with the exclusion of the option right. The new shares will confer the same rights, including the right to a dividend, as the existing ordinary shares, and represent up to 5.6% of the issued and outstanding ordinary capital of Campari. Upon issuance, the company will submit a request to Euronext Milan for admission to trading of the new shares, and expects that these will be admitted to trading on Euronext Milan immediately following their issuance.
The convertible bonds will instead be issued at par and in registered form and provide an annual coupon of between 2.125% and 2.625%, payable in semi-annual installments expiring on 17 July and 17 January of each year, with the first coupon payable on the 17th July 2024. The convertible bonds will have a maturity of 5 years (unless previously redeemed, converted or repurchased and cancelled) and will be redeemed at maturity (on or about January 17, 2029) at their face value.
According to Campari, the acquisition of Courvoisier cognac from Beam Suntory will strengthen the group’s portfolio, with a “fourth axis” of development alongside aperitifs, bourbon and tequila. The acquisition will bring, in the immediate future, a net sales contribution of 249 million dollars (data relating to 2022), of which approximately 60% in the United States, which is accompanied by a warehouse of aging liquid with a book value of $365 million as of October 31 this year. Completion is expected in 2024.