XPO takes majority stake in NORBERT DENTRESSANGLE

After obtaining antitrust clearances in the United States and Germany, XPO Logistics completed on 8 June 2015 the purchase of the 67% stake in Norbert Dentressangle held by Norbert Dentressangle and his family, and announced an all-cash simplified tender offer for the remaining shares, to be followed by a squeeze-out of minority shareholders if the conditions were met. The transaction valued the French group at an enterprise value of €3.2B, an EV/EBITDA multiple of 9.1x on an EBITDA of . The boards of both companies approved the deal unanimously, Norbert Dentressangle's supervisory board signed a tender offer support agreement, and Ledouble, appointed as independent expert, concluded that the offer price was fair. XPO financed the acquisition with a financing commitment from Morgan Stanley, cash on hand and an undrawn asset-based revolving facility, while Norbert Dentressangle's asset-backed financing stayed in place. At the time, Norbert Dentressangle operated 662 locations with about 42,350 employees. Hervé Montjotin, chairman of its executive board and chief executive, became chief executive of XPO's European business. XPO committed not to reduce the total number of full-time employees in France for at least 18 months and to keep its European headquarters in Lyon, its logistics management in France and its transport business in the Drôme. Morgan Stanley acted as financial advisor to XPO, with Darrois Villey Maillot Brochier as legal counsel. Norbert Dentressangle was advised by J.P. Morgan and Rothschild & Cie as financial advisors and by Bredin Prat on legal matters.