Switzerland’s Dufry AG agreed to buy Autogrill SpA from the Italian billionaire Benetton family, creating a new US$6 billion player in the travel retail market.
The Benettons, who control Autogrill, would transfer their 50.3 percent stake to Dufry, receiving 0.158 new Dufry share for each Autogrill share, according to a statement issued early yesterday.
The Italian family would own as much as 25 percent of the group after the combination.
Dufry, the world’s biggest duty-free group, would then bid for the rest of Autogrill, with investors receiving either 0.158 new Dufry share or 6.33 euros in cash for each share in the Italian company. The cash offer would value the Italian company at about 2.44 billion euros (US$2.47 billion).
The offer price for minority investors is below Autogrill’s closing price on Friday, as it is calculated on a three-month average before the initial report on the talks.
The travel retail group emerging from a deal between Dufry and the Benettons had a combined market value of more than US$6 billion when preliminary talks were first reported in April. Dufry chief executive officer Xavier Rossinyol would lead the combined group, according to the statement.
The combination with Dufry is the second major deal in recent months for Alessandro Benetton, who took the reins at family holding Edizione Holding SpA earlier this year. The Benettons in April agreed with Blackstone Inc to take highway operator Atlantia SpA private, valuing the highway operator at 19 billion euros.
Alessandro Benetton would be named honorary chairman of Dufry. The family would also name two of its executives as deputy chairmen. Autogrill CEO Gianmario Tondato would be named head of North America operations.
Despite a recent round of chaos at airports across Europe, the travel industry has been bouncing back strongly from a brutal two-year stretch, with air-passenger numbers now edging close to pre-pandemic levels.
In this context, Dufry and Autogrill “could garner operational gains” in a combination, according to Bloomberg Intelligence.
Autogrill and Dufry historically have led in global concessions catering and travel retail respectively and overlap mainly in Europe and North America, so they could garner operational gains in a tie-up, including favorable rents, purchasing and logistics. The two have some product alignment, especially in the US, with Autogrill having acquired convenience retail brands in the past six years, while Dufry is expanding in food service.
Still, some analysts see only limited opportunities from synergies in combining airport and highway businesses, and some have pointed to financing hurdles given Dufry’s “depressed” operating cash flow.
The combined group would have 5,500 outlets at about 1,200 airports and other locations, the statement said. The deal would allow Dufry to build its presence in the US, while adding to other locations in Asia, Latin America, the Middle East and Africa.
“We are transforming our industry and redefining its boundaries, and we will create a new corporate identity to reflect this fundamental move,” Rossinyol said in the statement.
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