PAI PARTNERS takes majority stake in ECOTONE

PAI Partners and Charles Jobson have agreed to take Koninklijke Wessanen (now Ecotone) private through a consortium vehicle, in a recommended all-cash public offer that values the European healthy, organic and sustainable food group's entire issued and outstanding share capital at an enterprise value of , or € 11.50 per share cum dividend. The price carries a premium of roughly 21% to the closing share price on 13 March 2019, 30% to the 30-day VWAP and 29% to the 90-day VWAP, and implies an EV/EBITDA multiple of 13.7x for the twelve months ending 31 December 2018. Wessanen's executive and supervisory boards back the offer, and Charles Jobson, the company's largest shareholder with approximately 25.74% of the shares, has irrevocably committed to tender, sell or contribute his stake, cashing out roughly 5% and reinvesting the remaining 21% into the offeror. On completion, PAI will hold approximately 62% and Charles Jobson approximately 38% of the consortium, which has committed financing in place through a combination of debt and equity. A draft offer memorandum will go to the AFM no later than early June, with completion anticipated in the second half of 2019. The consortium intends to support management in developing the business, upgrading operations across the value chain and adding scale in core categories and markets through acquisitions, while Wessanen's headquarters will remain in Amsterdam, existing employee rights and benefits will be respected, and the transaction will have no direct impact on the total workforce. The consortium also endorses Wessanen's commitment to the UN Sustainable Development Goals and its aspired group-wide B Corp certification.

Previously, Ecotone had completed the acquisition of Ineobio in 2016 as part of its consolidation strategy.