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Martin KlofandaPR Manager and Press Spokesman for the Kofola Group
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GSM: (+420) 724 708 034
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Enterprise Investors Announces a Public Tender Offer for Kofola-Hoop
Warsaw, 30.9.2008 -Polish Enterprise Fund VI (PEF VI), a private equity fund managed by Enterprise Investors (EI), acting jointly with several shareholders of Kofola-Hoop SA, has announced a public tender offer for all the remaining shares in the company. The goal is for the acquirers jointly to own 100% of the Kofola-Hoop shares traded on the Warsaw Stock Exchange. The offer price of PLN 43.20 includes a 48% premium over the closing stock market price on 29 September 2008.
The parties announcing the public tender offer are KSM Investment, which currently owns 51.18% of Kofola-Hoop shares, Mr. Tomas Jendrejek and Mr. Rene Musila, who own 2.9% each, and Polish Enterprise Fund VI acting through its wholly controlled subsidiary (CED Group S. a r.l.), which does not own shares in Kofola-Hoop. Between them the acquirers own 14,915,742 shares, which represent 56.99% of the company’s capital.
The parties that currently hold shares in Kofola-Hoop (KSM Investment, Mr. Jendrejek and Mr. Musila) will not acquire any shares in the tender offer. The sole acquirer in the tender offer is PEF VI. Assuming the tender offer is successful and 100%-ownership of the shares in Kofola-Hoop is achieved, PEF VI will become a 43.01% shareholder of Kofola-Hoop.
The minimum threshold at which PEF VI is obliged to finalize the acquisition of shares in the tender offer is 29.43%. A stake of this size is currently owned by Marek Dutkiewicz and Dariusz Wojdyga, the founders of Hoop SA, with whom PEF VI has signed an agreement regarding the sale of their shares. The average market price of Kofola-Hoop shares in the six-month period preceding the tender offer was PLN 27.13.
“Enterprise Investors believes in Kofola-Hoop’s development over the next few years. We are convinced that the company has very competent and experienced management, an interesting product portfolio and the capacity to grow both organically and through acquisitions. This is why we are ready to pay such a substantial premium over the current market price for shares in Kofola-Hoop”, said Enterprise Investors Partner Jacek Woźniak who is in charge of this investment. “We do not intend to delist the company”, he added.
Shareholders wishing to sell their shares will be able to register their intention to do so between 8 October 2008 and 6 November 2008 at any BZ WBK Brokerage House customer service point and at selected branches of BZ WBK Bank.
“If our tender offer is successful the planned acquisition, with a total value of €143 million, will be the largest transaction ever conducted in the FMCG sector in Central and Eastern Europe by a private equity fund ”, said Dariusz Prończuk, Managing Partner of Enterprise Investors. “The tender offer for Kofola-Hoop shares proves that the current market presents opportunities for private equity to acquire large stakes in public companies which have a strong market position and highly experienced management. This is an entirely new market segment in the CEE region, and one that will generate big deals in the near future. We intend to have a very active part in this trend”, Mr. Prończuk added.
Kofola-Hoop SA was formed through a merger of Kofola SPV and Hoop SA on 30 May 2008, becoming one of the most significant producers of non-alcoholic beverages in Central and Eastern Europe. The company is listed on the Warsaw Stock Exchange and its biggest shareholder is KSM Investment SA. Jannis Samaras, the ex-managing director of Kofola Holding, is the company’s CEO.
Hoop’s best-known brands are Hoop Cola, Paola syrups, the energy drink R20, and Artic mineral water. Kofola has in its portfolio Kofola – a traditional cola-type drink that is based on an original recipe, the Jupi line of fruit drinks, Jupik children’s drink, Rajec natural spring water, and the soft drink Vinea. Kofola-Hoop also supplies products under private labels for external firms, primarily big retail chains.
Kofola-Hoop’s production is carried out in eight factories located in Poland, the Czech Republic, Slovakia and Russia. The company employs more than 2,600 people.
With an annual turnover (the Russian market excluded) of nearly PLN 1.2 billion (approx. €360 million), Kofola-Hoop is the third largest company in its sector on the Polish and Czech markets, and second in Slovakia. In Slovakia, where Kofola is the locally preferred cola-type beverage, the company is the leader on the carbonated soft drinks market.
“Enterprise Investors is an investor with long-term investment experience in the FMCG, food and manufacturing sectors. I believe that as a partner EI can contribute considerably to the company’s further development. EI also has an excellent reputation as a financial investor that develops and implements the best standards of corporate governance”, said Kofola-Hoop CEO Jannis Samaras.
Enterprise Investors has been active since 1990 and is one of the largest private equity and venture capital investors in Central and Eastern Europe. The firm manages seven funds totaling €1.7 billion.
These funds have invested €1.2 billion in 109 companies from a range of sectors and have exited 91 investments with total proceeds of €1.4 billion.
For more information, please contact:
Enterprise Investors:
Iwona Drabot, Public Relations Director, tel.: (+48 22) 458 8500, e-mail: iwona.drabot@ei.com.pl
Please visit: www.ei.com.pl
Kofola-Hoop: Martin Klofanda, PR Manager Kofola Holding a.s., mobile: (+420) 724 708 034, e-mail: martin.klofanda@kofola.cz
Please visit: www.firma.hoop.pl
