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Semapa is reacting energetically to the preliminary announcement of the launch of a takeover bid (takeover bid) for the company’s shares by Sodim, the Queiroz Pereira family holding company.
The shares rose 21.25% to 11.52 euros, a price already above the counterpart of the offer, which was set at 11.4 euros per share. During the session they ranged between 11.46 and 11.58 euros.
This security offered by Sodim represents a premium of 20% compared to the 9.5 euros that the company closed in the trading session on Thursday and a premium of 37.2% compared to the weighted average price of the last six months (of 8, 31 euros).
Semapa’s shares have traded at the highest level since the beginning of March and, in practice, the Queiroz Pereira family is offering minority shareholders the possibility of selling the securities at the pre-pandemic price.
With today’s rise, Semapa has a market capitalization of 934 million euros. Since the beginning of the year, it has accumulated an appreciation of 27.78%.
Benefiting from this operation are Navigator shares, which soared 6.25% to 2,824 euros, which also represents a maximum since the beginning of March last year.
Semapa, which controls 70% of Navigator’s capital, is used by many investors as a vehicle for exposure to the paper sector, an alternative that will cease to exist if the company that also controls Secil goes public.
Offer of 260 million euros
According to the preliminary announcement of the OPA, communicated to the market this Thursday, February 18, “the offer is of a general and voluntary nature with the purpose of all the shares (…) that are not owned by the offeror or Cimo, its subsidiary property in its entirety “.
Sodim already controls 71.906% of the share capital and 73.167% of the voting rights of Semapa, so it intends to acquire the 22,831,666 shares that it does not own, which may represent a total outlay of 260.28 million of euros.
But Sodim makes it a condition of success to have “a minimum of 90% of the target’s voting rights,” even if he admits resignation up to 24 hours before the results of the offer of this condition are determined.
If this mark is reached (90% of the voting rights) and if the offer has guaranteed 90% of the voting rights object of the OPA, Sodim says that it will use the optional acquisition mechanism. But it will not do so above the 11.4 euros that are now offered.
If you own 90% or more of the voting rights, but do not get 90% of the object of the offer, Sodim says it will promote the loss of quality as a public company. In other words, Semapa is one more company that is exiting the stock market.
The financial intermediaries are BCP and Caixa Banco de Investimento, Santander also collaborating with Sodim in this operation, according to the Business. JP Morgan is the financial advisor and Linklaters is Sodim’s legal advisor.
Semapa announced in a statement that “it will initiate the necessary procedures to be able to comply with the obligations derived from the publication of the preliminary announcement of the offer, that is, the
call for a board of directors to comment on the opportunity and conditions of the offer “.
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