Hygiene and health company Essity has entered an agreement with hygiene company Asaleo Care to acquire the remaining 63.8% of the shares in the company for $A1.40 per share.
Asaleo Care is listed on the Australian Securities Exchange and Essity is the largest shareholder, currently holding 36.2% of the shares.
The consideration implies an equity value on a 100% basis of approximately $A760 million and an enterprise value of $A855 million.
Shareholders in Asaleo Care will receive the $A0.03 dividend declared by Asaleo following the announcement of their full year 2020 results on February 17, 2021 and, subject to approval of the transaction by shareholders and the Court and at the absolute discretion of the Asaleo board it is intended that a further special dividend of $A0.02 is paid prior to completion of the transaction.
Magnus Groth, President and CEO of Essity, said he was pleased to announce the agreement following discussions with the Asaleo board of independent directors.
“The acquisition of Asaleo Care will facilitate the opportunity for profitable growth in Australia, New Zealand and the Pacific region and will further consolidate our position as a leading global health and hygiene company.”
Asaleo Care manufactures and markets personal care and professional hygiene products in Australia, New Zealand and Fiji and consumer tissue in New Zealand and Fiji. The company’s portfolio of brands includes Libra, Handee Ultra, Purex, Sorbent, Deeko, Viti and Orchid, and the global brands TENA and Tork through an exclusive license agreement with Essity.
In 2020, Asaleo Care reported sales of $A419 millionand underlying EBITDA of $A89 million. Sales growth in 2020 amounted to 2.3%. Asaleo Care has approximately 700 employees and three manufacturing facilities.
The proposal is not subject to financing conditions. Essity will finance the acquisition of shares through own funds. The agreement is supported by the independent directors of Asaleo Care and is expected to be voted on at a meeting of the independent shareholders in Asaleo Care in the second quarter of 2021. Subject to the approval of the agreement at that meeting, subsequent Court and regulatory approvals, the completion of the transaction is expected to be finalized in the second quarter of 2021. The timing is indicative and subject to change.
