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B&S Group announces price range of its planned IPO, first trading expected on 23 March 2018
Larochette, Luxembourg – 12 March 2018
B&S Group S.A. (“B&S Group” or the “Group”), a fast-growing, global distribution partner for consumer goods, today announces the indicative price range and offer size for its planned initial public offering on Euronext Amsterdam (“IPO” or the “Offering”) and publication of the related prospectus (“Prospectus”). The IPO consists of a secondary offering of up to 33.0% of the Group’s ordinary shares (the “Shares”) including an over-allotment option (the “Over-Allotment Option”). Listing of and first trading in the Shares on Euronext Amsterdam are expected on Friday 23 March 2018.
The indicative price range for the IPO is set at €14.50 to €17.75 per Share, implying an equity value for B&S Group of €1,221 million to €1,494 million
Sarabel Invest S.à r.l. (“Sarabel”), Lebaras Belgium BVBA (“Lebaras”) and B&S Participations B.V. (together the “Selling Shareholders”) are offering up to 24,692,015 Shares (“Offer Shares”) in total, which represent 29.3% of the Shares excluding the Over-Allotment Option. Assuming full exercise of the Over-Allotment Option, the Offering represents 33.0% of the Shares
Within the indicative price range, the Offering represents €358 million to €438 million assuming no exercise of the Over-Allotment Option (or €403 million to €493 million assuming full exercise of the Over-Allotment Option)
The Offering will be made available to institutional and retail investors in the Netherlands and to eligible institutional investors in various other jurisdictions
There will be a preferential allocation to eligible retail investors in the Netherlands, representing up to 10% of the Offer Shares (assuming no exercise of the Over-Allotment Option)
The offer and subscription period commences on Tuesday 13 March 2018 at 9:00 CET and is expected to end on Thursday 22 March 2018 at 14:00 CET. The timetable of the Offering may be accelerated or extended
Listing of and first trading in the Shares on an “as-if-and-when-delivered” basis on Euronext Amsterdam under the symbol “BSGR” are expected to occur on Friday 23 March 2018
Following closing of the IPO and assuming placement of all Offer Shares including full exercise of the Over-Allotment Option, Sarabel and Lebaras will hold 50.8% and 15.9% of the Shares respectively, which will be subject to a lock-up of 360 days, subject to certain customary carve-outs. Sarabel intends to remain a majority shareholder in the Group. Over time, both Sarabel and Lebaras intend to remain significant long-term shareholders.
Bert Meulman, CEO of B&S Group: “The launch of our IPO today and the anticipated listing on Euronext Amsterdam are important milestones readying B&S Group for the future. We have received positive feedback from the investment community on B&S Group’s strong growth track record, unique position as distributor in the supply chain and ability to benefit from structural growth trends. We will focus on further expanding our leading positions internationally and delivering attractive returns to our shareholders in line with our medium to long-term financial objectives. We are fully prepared to become a listed company and are excited about the opportunities the IPO will bring to B&S Group.”
 The Over-Allotment Option comprises up to 3,086,502 additional Shares, representing up to 12.5% of the Offer Shares (assuming no exercise of the Over-Allotment Option), to cover short positions resulting from any over-allotments in the IPO.
 Sarabel is indirectly owned by Mr Blijdorp, the founder of the Group and member of the Supervisory Board, Lebaras is indirectly owned by Mr Meulman, the Group’s CEO and B&S Participations B.V. represents a group of managers who together will hold 5.2% of the Shares prior to the IPO. Prior to the IPO, Sarabel and Lebaras hold 69.5% and 25.3% of the Shares, respectively.