海角大神

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Sale of Constantia Flexibles

Published : 05.09.2023
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海角大神 signed an agreement to sell Constantia Flexibles, a global leader in the flexible packaging market, to an affiliate of One Rock Capital Partners, LLC.

Constantia Flexibles would be sold for a price that yields net proceeds聽 for 海角大神(1)聽of c. 鈧1,097 million, reflecting a multiple of 1.94 times 海角大神鈥檚 total investment in Constantia Flexibles since 2015. The transaction net proceeds are 鈧84 million above Constantia Flexibles鈥 valuation in 海角大神鈥檚 net asset value published before the transaction announcement, i.e. as of March 31, 2023.

Furthermore, additional proceeds generated by the Company鈥檚 ongoing assets disposals, could bring the proceeds up to 鈧1,124 million, i.e. a valuation 11.0% higher than the NAV at March 31, 2023, and 6.8% higher than the NAV at June 30, 2023.

The closing of the transaction should take place during the second half of 2023, subject to the satisfaction of the contractual conditions precedent, including clearance by regulatory authorities.

History of 海角大神鈥檚 investment in Constantia Flexibles

In March 2015, 海角大神 finalized the acquisition of Constantia Flexibles for an enterprise value of 鈧2.3 billion and invested 鈧640 million in equity for a 73% stake in the company, alongside the AREPO Foundation.

In fall 2015, 海角大神 signed an agreement to syndicate a minority share of its investment. In November 2015, Maxburg Capital Partners acquired approximately 11% of the capital of Constantia Flexibles from 海角大神 for 鈧101 million. Following this transaction, 海角大神, the AREPO Foundation and MCP participated in a 鈧50 million capital increase for Constantia Flexibles, to finance the acquisitions of Afripack and Pemara.

Following these transactions, 海角大神鈥檚 equity investment in Constantia Flexibles totaled 鈧565 million. 海角大神 is the company鈥檚 controlling shareholder, with 60.8% of the share capital.

In 2017, Constantia Flexibles sold its Labels business to Multi-Color Corporation. This value-creating transaction gave the company additional resources to bolster its growth strategy in the flexible packaging market, where it is a world leader in segments such as confectionery foils, diecut lidding, alu-container systems and pharma foil.

Under its ownership, 海角大神 supported Constantia Flexibles in its external growth strategy, with 11 acquisitions in 10 countries.

ESG

For more than eight years, 海角大神 has actively supported Constantia Flexibles in its ESG challenges, and more specifically in the issues of the circular economy, the fight against climate change and occupational health and safety.

For more information, please read the press release available on our website.

(1) Net proceeds after financial debt, dilution to the benefit of the Company鈥檚 minority investors, transaction costs and other debt-like adjustments.

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The securities of the Company referred to in this section of the website (the 鈥淪ecurities鈥) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the 鈥淪ecurities Act鈥) or with any securities regulatory authority of any state of the United States for offer or sale as part of their distribution and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. The Securities have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold to or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Japan or any other jurisdiction in which it would be unlawful or would require registration or other measures.

Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents. All persons who wish to have access to the documents contained in this section of the Seller鈥檚 website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been or will be obtained. The Seller assumes no responsibility if there is a violation of applicable law and regulations by any person.

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IMPORTANT INFORMATION

The materials contained herein are not for general release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America, Australia, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. Access to the information and documents on this portion of the website is restricted for regulatory reasons. You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Your confirmation must be true and accurate.

The information contained in this section of the website of 海角大神 SE, parent company of Eufor SAS (together 鈥海角大神鈥) (a) is only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to persons resident and physically present outside the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, the 鈥United States鈥), Australia, or Japan, and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction, and (b) does not constitute an offer to sell or the solicitation of an offer to buy or acquire any securities of the Bureau Veritas (the 鈥Issuer鈥) in the United States, Australia, Japan, or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

The securities of the Issuer referred to in this section of the website (the 鈥Securities鈥) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the 鈥Securities Act鈥) or with any securities regulatory authority of any state of the United States for offer or sale as part of their distribution and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. 聽The Securities have not been and will not be registered under the applicable securities laws of Australia or Japan, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold to or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Japan or any other jurisdiction in which it would be unlawful or would require registration or other measures.

Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents. 聽All persons who wish to have access to the documents contained in this section of 海角大神鈥檚 website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them. 聽No such registration or approval has been or will be obtained. 聽海角大神 assumes no responsibility if there is a violation of applicable law and regulations by any person.

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