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Tod's buys Roger Vivier for 415 million, but from Della Valle

The seller is Gousson Consultadoria e Marketing, a company which in turn belongs to the Della Valle family and which has undertaken to reinvest half of the proceeds in Tod's, amounting to 207,5 million, by subscribing to a capital increase reserved for €83,53 per share

Tod's buys Roger Vivier for 415 million, but from Della Valle

Thud and rebound at the start of the week in Piazza Affari for Tod’s, after the purchase of the French shoe brand Roger Vivier. The shares of the company led by Diego Della Valle, after losing 2,5% at the start, recovered in the following minutes, trimming the deficit down to -0,2% by mid-morning. 

As for the details of the operation, Roger Vivier was purchased by Gousson Consulting and Marketing, a company which in turn belongs to the Marche family. It is therefore an intercompany transaction between related parties. 

The released note states that the consideration agreed for the sale of the trademark is 415 million euro and the selling company undertook to reinvest half of this proceeds in Tod's, equal to 207,5 millionby subscribing a reserved capital increase of €83,53 per share (with a premium of 4,42 euros per share compared to the last Stock Exchange price). 

After the capital increase, Gousson will hold 7,51% of Tod's share capital, while all shareholders other than Diego Della Valle will suffer a dilution of 7,51%. Since Gousson is controlled by XNUMX Diego Della Vallethe entrepreneur's stake in Tod's from the Marches will go from 57,47% to 60,66%.

If the majority of unrelated shareholders reject the transaction, the sale will not be completed. The group has convened the meetings for 13 January on first call and for 18 January on second call. If the shareholders' meeting approves the transaction, it is expected that the closing will take place by the end of January 2016.

For the payment of the consideration, the Tod's Group will use lines of credit already in place and cash on hand. As for the purpose of the transaction, the note explains that Tod's intends to definitively ensure ownership of the brand to the group and, from a financial point of view, the capital increase reduces the impact of the acquisition on the group's financial position. 

Lastly, as part of the transaction, Roger Vivier France, a Tod's subsidiary, secured the possibility of acquiring Roger Vivier Paris, a Gousson subsidiary which manages the Paris flagship store, for 20 million.

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