MILAN – Mission accomplished. Tod’s will delist from the Milan Stock Exchange at the end of trading on May 8.
On Friday evening, the Italian luxury group reported that the voluntary totalitarian tender offer of Tod’s shares promoted by Crown Bidco S.r.l., an L Catterton affiliate, had reached an aggregate stake greater than 90 percent of the share capital, the threshold necessary for the delisting.
As reported, Italy’s Bourse watchdog Consob in March gave the green light to the tender offer, which kicked off March 25.
Crown Bidco in February revealed it was looking to acquire 36 percent of Tod’s SpA, or almost 13 million shares, at 43 euros a share, for about 512 million euros. L Catterton is backed by LVMH Moët Hennessy Louis Vuitton. The voluntary tender offer was then launched for 27.9 percent of the group because L Catterton in the meantime had acquired additional shares, raising its stake to 7.9 percent of Tod’s. As a result, the value of the offer is now expected to amount to 398 million euros.
Minority shareholder Delphine SAS, a fully owned subsidiary of LVMH, has agreed not to tender its 10 percent of shares on the date of the delisting, and will be granted governance and exit rights. Tod’s chief Diego Della Valle and LVMH chief Bernard Arnault have built a years-long relationship and the former is a member of the board of LVMH.
Tod’s is expected to maintain 54 percent of the capital, L Catterton will indirectly own 36 percent and Delphine 10 percent.
Tod’s has said that the delisting is seen as “a precondition to ensure the pursuit of [Tod’s] future growth programs and consolidation,” allowing the group “to pursue its objectives in a market environment and legal framework characterized by greater management and organizational flexibility, with faster decision-making and execution times and also benefiting from reduced management and listing costs.”
The group controls the Tod’s, Roger Vivier, Hogan and Fay brands.
Last year, group revenues totaled 1.12 billion euros, rising 11.9 compared with 2022. At constant exchange rates, sales were up 14 percent.
This is the second time Della Valle aimed to delist the group, after a failed tender offer in 2022, which did not fulfill the 90 percent threshold.
Last month, L Catterton acquired a majority stake in beauty powerhouse Kiko Milano.
The funds managed or advised by L Catterton Management represent approximately $35 billion of investments through three multiproduct platforms: private equity, credit and real estate. Founded in 1989, the group has made approximately 275 investments in some of the world’s most iconic consumer brands. L Catterton, for example, in 2021 took a majority stake in Etro, and holds stakes in A.P.C., Ganni and Birkenstock.
