(News Bulletin 247) – Eric Cohen, by joining forces with managers of the group and BNP Paribas, has created a concert holding more than 60% of the capital and will therefore launch a simplified takeover bid at 7 euros per share, i.e. a premium of almost 59% compared to the last price.
After Vilmorin, which is the subject of a simplified takeover bid (OPAS) by its shareholder Limagrain, another company could soon leave the Paris market, for lack of interest in its listing.
Present on the stock market since 2000, the digital services company Keyrus could indeed soon close the door.
Its founder, Eric Cohen, has, via a company called K Eagle, allied himself with leaders of the group and with BNP Paribas Development, by signing an investment protocol, and by establishing a concert of shareholders. Consequently, this concert led by Eric Cohen crossed the threshold of 30% of the capital, owning 62% of the shares and 75.6% of the theoretical voting rights of Keyrus.
59% premium
This threshold crossing logically leads to the filing of a takeover bid on the balance of the shares, with the exception of 8% of the treasury capital. The proposed price, of 7 euros per share, reflects a premium of 58.7% compared to the closing price on Monday, the action having been suspended on Tuesday. In the event that the regulatory threshold of 90% of the capital is crossed, the concert will proceed with the implementation of a withdrawal offer.
With a current capitalization of 118.13 million euros, Keyrus published for its 2022 financial year revenues of 352 million euros and a profit of 3.8 million euros.
To motivate this capital movement, Keyrus invokes “the limited liquidity” on the title and “the regulatory and administrative constraints as well as the costs linked to the listing” which “weigh more and more heavily” for the size of the company.
“The group has quickly become a major player in data and the digital transformation of companies, without having had to appeal to the market since 2008 and does not intend to do so to finance its future development”, also advances the company.
On the Paris Stock Exchange, the Keyrus share is more or less level with the offer, with a price of 6.86 euros, up 55.6%.
Family businesses not rewarded by the stock market
In this operation K Eagle is advised by the Belgian bank Degroof Petercam Investment Banking.
Its managing partner, Franck Ceddaha, last week published a column to explain why operations to exit the stock market or buy back shares of family companies are currently being favorably received by investors.
“Many listed family businesses are remarkably well managed and very resilient, some are increasing their turnover by 3 or 5 times through a mixture of external growth and organic growth, and many of them are finding that stock market valuations do not only partially reflect this growth dynamic”, he explained.
“Listing on the stock exchange has a cost, and presents increasing constraints (IFRS standards, control environment, governance, etc.). Unless it is used regularly to raise capital, which is rarely the case for a family business, the question of stock market status arises frequently,” he said. Added to this is low stock market liquidity and less analyst follow-up.
This unfavorable context leads investors to appreciate the delisting offers. “Investors certainly have a lot of liquidity, but economic and geopolitical uncertainties make the stock market outlook uncertain,” recalls Franck Ceddahah.
“Contributing one’s securities to a delisting operation or a share buyback operation certainly consists in giving up all or part of one’s investment but at the same time benefiting from a significant premium on the stock market price of the order of 30% to 40%, the price for this type of offer being in most cases validated by an independent expert”, adds the managing partner.
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