The Wessanen board has accepted a takeover offer valuing the company at around €885 million

Dutch-based food group Wessanen N.V., and a consortium consisting of PAI Partners SAS and Charles Jobson have reached a conditional agreement on a recommended public offer to be made by the consortium for the entire issued and outstanding share capital of Wessanen for €11.50 (US$12.99) in cash per share. This represents a total consideration of approximately €885 million (US$999 million).

“The acquisition by the consortium will provide Wessanen with more time and room to invest in building its market positions and develop new market propositions, in what has become a highly competitive market over the past 12-18 months,” Ingo Heijnen, Chairman and Sr. Vice President Operations, EMEA at communications advisor Hill and Knowlton Strategies, tells FoodIngredientsFirst. 

“The investments needed will result in pressure on the margins, which requires a longer-term horizon of investors – and this is what the consortium offers. Also, the consortium’s financial strength can help Wessanen make targeted acquisitions,” he adds.

The consortium shares Wessanen’s view to pursue growth of its leading healthy and sustainable food brands. Headquarters will remain in Amsterdam. Some of Wessanen’s current brands include Allos, Bjorg, Clipper, Kallø, Whole Earth and Zonnatura. 

The transaction is supported and recommended by Wessanen’s executive and supervisory boards.

Charles Jobson, holding in aggregate approximately 25.74 percent of the shares, has irrevocably committed to tender, sell or contribute his shares to the offer or PAI will hold approximately 62 percent and Charles Jobson approximately 38 percent in the consortium, following completion.

The consortium has committed financing in place providing high deal certainty and will fund the transaction through a combination of debt and equity.

A draft Offer Memorandum will be submitted to the AFM no later than early June with the completion of the offer anticipated in the second half of 2019.

“We want to remain at the forefront of making food healthier and more sustainable for the benefit of both consumers and the planet. This requires a long-term commitment from shareholders and long-term investments,” says Christophe Barnouin, CEO of Wessanen.

“It is all the more critical in an era wher organic, sustainable and healthy themes have grown increasingly popular, which in turn has resulted in a more competitive landscape. PAI and Charles Jobson are fully supportive of our strategy and will bring a longer-term horizon and additional investments supporting the execution of our plans.”

Gaëlle d’Engremont, Partner at PAI Partners adds: “Wessanen is extremely well positioned in the European health food industry, housing high-quality brands and being at the forefront on innovation in this rapidly growing sector.”

“We intend to accelerate Wessanen’s growth using our experience in the food and consumer space and investing further in the brands and the people of Wessanen to increase the reach of the company.”

The consortium shares Wessanen’s view to upgrade its operations and improve the efficiency across the entire value chain of the business, as well as to add scale in core categories and markets through acquisitions.

Wessanen’s commitment to the UN Sustainable Development Goals, the aspired group-wide B Corp. certification and its goal to minimize its environmental footprint and waste are also fully supported by the consortium.