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Takeover bid Autogrill: Consob requests additional information, OK to Dufry offer document suspended

Consob has requested the transmission of supplementary information and ordered the suspension of the terms of the investigation for the approval of the offer document presented by Dufry at the end of February

Takeover bid Autogrill: Consob requests additional information, OK to Dufry offer document suspended

La Consob needs more information before giving the green light to the offer Dufry on Autogrill. For the moment, therefore, the operation remains suspended. The same company communicates it through a note. 

The wedding between Dufry and Autogrill

In July of the 2022 Edizione, which controlled Autogrill, and Dufry had entered into an agreement which led to the birth of new world player in the catering and retail services sector for travellers. Based on the provisions of the agreement, the former transferred to the latter a majority stake held in Autogrill through its subsidiary Schema Beta, equal to 50,3% of the capital share in exchange for newly issued Dufry shares (equal to 25,246% of the share capital). At the closing, Dufry launched a public tender offer aimed at the minority shareholders of Autogrill (aimed at the delisting).

In early February it was share transfer completed of Edition and Dufry's mandatory Public Exchange Offering has been launched last February 6th: 6,33 euros or 0,1583 Dufry shares were offered for each Autogrill share. On 24 February, the Swiss company announced that it had filed with Consob the offer document together with the exemption document, for the purpose of waiving the obligation to publish a prospectus.

In the meantime, Autogrill's board of directors has appointed Lazard as financial advisor, while the independent directors have indicated Rothschild & Co. as the independent expert in charge of supporting them in assessing the offer and the adequacy of the consideration.

The suspension of Consob

“In relation to Dufry's offer document on Autogrill, Consob has requested the transmission of additional information and therefore arranged the suspension of terms of the preliminary investigation for the approval of the document itself starting from 3 March 2023, until the completion of the information framework and, in any case, for a period not exceeding 15 calendar days”, reads the note from Autogrill. The operation therefore remains suspended for the moment pending the new information requested by the Authority for the Supervision of the financial markets.

In the meantime Autogrill has published i 2022 accountsclosed with revenues of €4,1 billion, up 50,2% on an annual basis at constant exchange rates (+59,7% at current exchange rates). The group explained that the result depends above all on the recovery of international air traffic in all the main geographical areas and "on the activation of the appropriate commercial levers to face the current inflationary context".

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