Tod’s Public Offer Fails to Reach Threshold Condition
MILAN — The Della Valle family’s public offer to delist Tod’s Group has not fulfilled the 90 percent threshold condition.
Based on the provisional results shared in a statement on Wednesday, 4,134,358 shares representing 12.49 percent of the Tod’s Group share capital were tendered to the offer.
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Those are added to the 63.64 percent stake controlled by brothers Diego and Andrea Della Valle, and to the shares retained by Delphine S.A.S. under the LVMH Mo?t Hennessy Louis Vuitton Group, which remains an investor in Tod’s capital with its current 10 percent stake.
Hence, DeVa Finance, the vehicle held by DI.VI. Finanziaria di Diego Della Valle & Co. that is carrying out the operation, along with the parties acting in concert, held 86.95 percent at the closing of the acceptance period on Tuesday, falling short of the 90 percent target.
The Della Valle family has stated its intention not to exercise its right to waive the threshold condition, therefore the public offer will not be completed. Shares tendered to the offer will be returned to the respective holders without charges or expenses on Wednesday.
Meanwhile, Tod’s Group’s share price on the Italian Bourse plunged 17.42 percent to 32.7 euros in mid-morning trading CET on Wednesday.
As reported, the Della Valle family said in August it was planning to delist the group from the Italian Stock Exchange after 22 years. The owners launched a tender offer to acquire 25.55 percent of the company’s shares at 40 euros per share, with the goal to reach a 90 percent stake for a total of more than 338 million euros.
“We note that part of the market considered the offer we made to be lower than its expectations, thereby considering the value of the Tod’s Group to be higher than the one currently expressed on the market,” said the statement released on Wednesday. “Our decision to launch the offer (by making available, as Della Valle family, an amount exceeding 400 million euros for the transaction) was determined by the fact that we intended, with a very precise industrial strategy, to increase the value of the group in the medium term, also considering the difficult and unpredictable markets to be faced at a macroeconomic level all over the world. The offered price was determined taking into account future plans and accurate strategies; therefore, from the beginning we never mentioned, nor gave openings to, its amendment.
“From tomorrow we will all work to achieve in the necessary time frame the realization of a project that we hope will be very successful,” continued the statement.
At the time the delisting plans were revealed, the Della Valle family said the investment in the group would accelerate the development of the brands it controls: Tod’s, Roger Vivier, Hogan and Fay. The goal was to enhance the visibility of the labels, strengthening their positioning in the high end of the market, and provide more operational autonomy.
As reported last month, the Tod’s Group returned to profitability and saw a 17.4 percent gain in sales totaling 467.5 million euros in the first half of the year. In the six months ended June 30, earnings before interest, taxes, depreciation and amortization amounted to 90.6 million euros, with an incidence on revenues of 19.4 percent, more than 300 basis points higher than the 16.3 percent in the same period last year.
In particular, the Tod’s brand grew 24 percent to 233.5 million euros and Roger Vivier sales were up 5 percent to 118.7 million euros. Hogan revenues climbed 18 percent to 95 million euros, and Fay sales rose 17 percent to 19.6 million euros.
As reported, in the 12 months ended Dec. 31, group revenues amounted to 883.8 million euros, up 38.7 percent compared with 637.1 million euros in 2020.