(AOF) – “The Paredes group has issued a firm takeover offer for Orapi which has been accepted by Guy Chifflot, founder and first shareholder”, in order to “constitute the number 1 in France and a European leader in the occupational hygiene and protection. On the stock market, the Orapi share jumped 24.40% to 5.66 euros. This is announced today by the unlisted group Paredes, adding that the transaction concerns 2,315,265 shares and 2,242,763 Ora 2 representing, on a fully diluted basis, 46.3% of the capital.
The acquisition would be carried out on the basis of a price per share (and if applicable per ORA 2) of 5.88 euros, representing a premium of more than 47% on the average share price of Orapi over the last 3 months , despite the dilutive effect of the conversion into shares of the ORA 2. This price is based on an enterprise value of 78 million euros.
Although this firm offer, officially submitted to the 2 main blocks of Orapi shareholders on June 21, 2023, was accepted by Guy Chifflot, Kartesia did not follow up on it. As of December 31, 2022, Kartesia holds 29.80% of the capital.
The new entity would represent a turnover of 450 million euros on a pro forma basis in 2023.
“After a detailed analysis, clear strategic complementarities appeared” and “have militated for such a merger”, namely the presence of Orapi on Communities and Catering, and that of Paredes on Industry and Health, indicated the acquirer. The latter also cites the fact that Orapi produces chemicals, while Paredes produces “mainly wadding products”, as well as the presence of the two head offices in the Lyon region.
Completion of the acquisition of the initial “Block” of shares and Ora is subject to several conditions precedent, including obtaining authorization from the Competition Authority, consultation with employee representative bodies ‘Orapi and the effective provision of funds by major French banking institutions that are partners of the Paredes Group.
Its completion is planned for the end of the third quarter of 2023. The acquisition of the Block will be followed by the filing of a public tender offer relating to the balance of the capital of Orapi on the basis of the price per share retained for the acquisition. Bloc, or 5.88 euros. This takeover bid should take place during the fourth quarter of 2023 and would be followed, if the legal and regulatory conditions are met, by a squeeze-out.
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Loss of speed in European research
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