Brief: Teleperformance Announces Proposed Acquisition Of Majorel

Bertelsmann SE & Co KGaA

26/04/2023 07:55

April 26 (Reuters) - Teleperformance SE  TEPRF.PA :
    * TELEPERFORMANCE ANNOUNCES PROPOSED ACQUISITION OF MAJOREL
    * OFFERS EUR 30 PER SHARE FOR A TOTAL CONSIDERATION OF EUR
3BN
    * MAJOREL SHAREHOLDERS CAN ALSO ELECT TO RECEIVE
TELEPERFORMANCE
SHARES AT AN EXCHANGE RATIO OF 0,1382 TELEPERFORMANCE SHARE FOR
EACH MAJOREL SHARE, UP TO A MAXIMUM OF EUR 1BN IN
TELEPERFORMANCE SHARES
    * TELEPERFORMANCE-MAJOREL COMBINATION CREATES AN
APPROXIMATELY
US$12BN REVENUE DIGITAL BUSINESS SERVICES LEADER WITH A STRONG
PRESENCE IN ALL MAJOR ECONOMIES OF WORLD
    * MANAGEMENT BOARD AND SUPERVISORY BOARD OF COMPANY WELCOME
OFFER
AND, AT THIS TIME, THEY CONSIDER IT TO BE IN BEST INTEREST OF
COMPANY, ITS SHAREHOLDERS, EMPLOYEES AND OTHER STAKEHOLDERS
    * PROFORMA 2022 EPS ACCRETION IN FIRST YEAR BEFORE SYNERGIES
AND
DOUBLE-DIGIT EPS ACCRETION INCLUDING RUN-RATE COST SYNERGIES
    * MATERIAL SYNERGIES EXPECTED IN RANGE OF EUR 100-150M
    * MAINTAINING FINANCIAL FLEXIBILITY WITH A LEVERAGE OF
C.1.8X
PROFORMA 2023 EBITDA AND TELEPERFORMANCE EXPECTS ITS BBB RATING
TO REMAIN UNCHANGED
    * ACHIEVING TELEPERFORMANCE'S 2025 OBJECTIVE OF EUR 10BN IN
REVENUES 2 YEARS IN ADVANCE
    * BERTELSMANN AND SAHAM, EACH HOLDING 39.49% OF SHARES AND
VOTING
RIGHTS OF MAJOREL, HAVE IRREVOCABLY COMMITTED TO TENDER ALL
THEIR SHARES TO OFFER
    * BERTELSMANN AND SAHAM COMMITTED TO ELECT TO RECEIVE
TELEPERFORMANCE SHARES AS CONSIDERATION AND COULD RECEIVE
BETWEEN 3.7M AND 4.6M TELEPERFORMANCE SHARES
    * HAS RECEIVED FINANCING COMMITMENTS ON A 'CERTAIN FUNDS'
BASIS
FROM ITS BANKS IN AN AMOUNT OF EUR 2,050,000,000 IN ORDER TO
FULLY FINANCE CASH PAYMENT AND TRANSACTION COSTS

Source text for Eikon:  ID:nBw9xgDpRa 
Further company coverage:  TEPRF.PA 

 (Gdansk Newsroom)
 ((gdansk.newsroom@thomsonreuters.com; +48 58 769 66 00;))