The French company Fnac Dartylisted on the Paris Stock Exchange, has launched aMandatory Public Offering (OPA) on the electronics retail chain Unieurotogether with the company Ruby Equity Investment.
The public purchase and exchange offer totalitarian volunteer aims at creating a European leader in the retail sector of consumer electronics and household appliances, active in Western and Southern Europe (France, Italy, Iberia, Benelux, Switzerland), with over 10 billion euros in revenues. The planned combination of Fnac Darty and Unieuro is in line with the French company’s Everyday plan.
Unieuro is the Italian leader in the consumer electronics and household appliances sector with a market share of 17%. In 2023, Unieuro achieved a turnover of 2.6 billion euros, with a compound annual growth rate of 8% in the period 2016/2017 – 2023/2024.
The details of the offer
The acceptance period for the Offer, agreed with Borsa Italiana, will start at 8:30 (Italian time) on September 2, 2024 and will end at 5.30pm (Italian time) on October 25, 2024including the extremes, except for any extensions of the membership period in accordance with current legislation.
Bidders will recognize a equivalent for each Unieuro Share tendered in the Offer equal to Euro 9.00 and 0.1 Fnac Darty shares newly issued shares listed on Euronext Paris, which will be paid on the fifth trading day following the closing date of the acceptance period, i.e. 1 November 2024, unless the acceptance period is extended.
In the event of reopening of the terms, the payment of the consideration for the shares tendered to the Offer during the reopening of the terms period will take place on the fifth trading day following the closing date of the reopening of the terms period, i.e. November 15, 2024 (subject to extensions of the membership period).
The Offer is subject to the fulfillment (or waiver by the Offerors) of each of the conditions precedent indicated in the Offer Document.
Consob approves the offer document
Previously, Consob had approved the voluntary public purchase and exchange offer (OPAS) document promoted by Fnac Darty and RUBY Equity Investment on the shares of Unieuro, a company listed on Euronext STAR Milan and active in the distribution of consumer electronics and household appliances in Italy.
Unieuro stock soars on the stock exchange
The announcement of the offer has arrived July 16thafter the stock market closed. The following day, in the session of July 17, the stock soared on Piazza Affari and, after remaining suspended with a theoretical +37% in the first minutes of trading, it managed to open with a +36% and traded around 11.2 euros, not far from the OPA price. The day ended with the stock seeing a 40.7% increase at 11.6 euros, almost reaching the takeover price.
Kepler Cheuvreux signals Hold after offer
Kepler Cheuvreux has resumed coverage on Unieuro, with recommendation “Hold” and target price of 12 euros per share, aligned with that of the takeover bid announced by the French Fnac Darty. At these levels, the experts explained, the adjusted P/E excluding IFRS 16 would be 11.8x compared to the 2024/25 data and 9.8x compared to 2025/26. In addition, the free cash flow yield (the parameter preferred by Kepler Cheuvreux for this activity) would be 2.2% for 2024/25 and 6.6% for the following year.
