3i to realise £26m in Refresco Gerber’s IPO
3i Group plc (“3i”) today is pleased to report that Refresco Gerber (“the Company” or “Refresco Gerber”), the leading European bottler of soft drinks and fruit juices for retailers and A-brand owners, has announced that its ordinary shares (the “Shares”) offered in the initial public offering (the “IPO” or the “Offering”) have been priced at €14.50 per share (the “Offer Price”). Listing and first trading of the Shares on Euronext Amsterdam will commence today.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, OR ANY (OTHER) JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
Under the IPO, 37.8 million shares have been placed by the Company and the Company’s current shareholders, raising gross proceeds of approximately €548 million and implying a market capitalisation of €1.2 billion. As part of the Offering, 3i and funds managed by 3i reduced their stake in Refresco Gerber from 15.3% to 9.1%.
Total proceeds to 3i Group plc were approximately £26 million (€35 million), and at the Offer Price 3i Group plc’s remaining 5.7% stake was worth approximately £49 million (€67 million). Together, this represents a 76% uplift against a value of £42 million at 31 March 2014 and a 23% uplift against a value of £61 million at 31 December 2014. In sterling terms, these proceeds take 3i’s cash return to date from its investment in Refresco Gerber to 0.6x and, including remaining value, to 1.6x (0.7x and 2.0x in euro terms respectively).
The Offering has an over-allotment of up to 5.7 million additional shares, of which 3i and managed funds have agreed to sell up to 0.8 million shares.
3i, and funds managed by 3i, acquired a minority stake in Refresco Gerber in 2010 to help support the Company’s continued growth and buy-and-build strategy. The merger with Gerber Emig in 2013 is a notable highlight during 3i’s investment period; the deal enhanced the Company’s presence across Europe and strengthened its capability for industry innovation. In addition, the Company also acquired German-headquartered SDI, Spumador in Italy and Taja in Poland during 3i’s investment period. The Company now operates 27 production facilities across nine countries with a total of 159 production lines; its key markets include the Benelux, Germany, France, the United Kingdom, Iberia and Italy. As a result of this expansion, Refresco Gerber is currently both the number one private label soft drinks and fruit juices supplier and the number one co-packing partner in Europe in terms of volume.
The Company has demonstrated robust top line growth, increasing revenue from €1.2bn to €2bn during the investment period, and increased profitability as a result of operational improvements and merger synergies. This is the second time 3i has supported Refresco Gerber’s growth, having also financed a management buyout of the business in 2003.
Pieter de Jong, Partner and Managing Director of 3i Benelux, commented:
“Refresco Gerber has successfully executed its buy-and-build strategy, adding four market leading businesses to further extend its presence in Europe. The increased international platform has allowed the Company to better serve the needs of its customers in a fragmented market and we’re proud to have supported the business during this transformational period.”
Hans Roelofs, CEO of Refresco Gerber, said:
“We’re pleased to announce the successful listing of Refresco Gerber on the Euronext Amsterdam. This represents a significant milestone for the Company following our expansion from a local juice manufacturer to the leading European independent bottler of soft drinks for retailers and A-brand owners. We’d like to thank our shareholders, including 3i, for partnering with us to achieve the Company’s international ambitions. We look forward to pursuing our strategy to provide a high quality, international bottling platform for our customers as a listed business.”
For further information, contact:
3i Group plc
Kathryn van der Kroft
Tel: +44 20 7975 3021
Tel: +44 20 7975 3157
Notes to editors:
About 3i Group
3i is a leading international investment manager focused on mid-market private equity, infrastructure and debt management across Europe, Asia and North America. For further information, please visit: www.3i.com
About Refresco Gerber
Refresco Gerber is the leading European bottler of soft drinks and fruit juices for retailers and branded players with production in the Benelux, France, Germany, Iberia, Italy, the UK, Poland and Finland. The company realised full year volumes and revenue of circa 6.0 billion litres and circa €2.0 billion, respectively. Refresco Gerber offers an extensive range of product and packaging combinations from 100% fruit juices to carbonated soft drinks and mineral waters in carton, PET, aseptic PET, cans and glass.
Focused on innovation, Refresco Gerber continuously searches for new and alternative ways to improve the quality of its product and packaging combinations in line with consumer and customer demand, environmental responsibilities and market demand.
Refresco Gerber is headquartered in Rotterdam, the Netherlands and employs circa 4,100 staff.
This transaction involved a recommendation of 3i Investments plc, advised by 3i Amsterdam.
These materials are not for release, distribution or publication, whether directly or indirectly and whether in whole or in part, into or in the United States, Canada, Australia or Japan or any (other) jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
These materials are for information purposes only and are not intended to constitute, and should not be construed as, an offer to sell or a solicitation of any offer to buy the securities of Refresco Gerber B.V. (the "Company", and such securities, the "Shares") in the United States, Canada, Australia or Japan or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction.
The Shares are not and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act) and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. The Company has no intention to register any part of the offering in the United States or make a public offering of Securities in the United States. Any securities sold in the United States will be sold only to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) in reliance on Rule 144A.
This document does not constitute a prospectus within the meaning of the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht) and does not constitute an offer to acquire securities. Any offer to acquire Shares will be made, and any investor should make his investment, solely on the basis of information that will be contained in the prospectus to be made generally available in the Netherlands in connection with such offering. When made generally available, copies of the prospectus may be obtained at no cost from the Company or through the website of the Company.
The Company has not authorised any offer to the public of Securities in any Member State of the European Economic Area other than the Netherlands. With respect to any Member State of the European Economic Area, other than the Netherlands, which has implemented the Prospectus Directive (each a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of Shares requiring publication of a prospectus in any Relevant Member State. As a result, the Shares may only be offered in Relevant Member States (i) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (ii) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purpose of this paragraph, the expression "offer of securities to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and the Shares to be offered so as to enable the investor to decide to exercise, purchase or subscribe for the Securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State.
In the United Kingdom, this document and any other materials in relation to the Shares is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (as defined in section 86(7) of the Financial Services and Markets Act 2000) and who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the Order); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). Persons who are not relevant persons should not take any action on the basis of this document and should not act or rely on it.