IAWS, owners of Cuisine de France, is to take over Swiss-based Hiestand, in a merger deal that will create a global €2.3 billion sales operation with earnings of €213 million.
Under the terms of the deal, IAWS will control 83.3% of the new company, to be called Aryzta.
Hiestand will have 8.7% and Lion Capital shareholders will have the other 8%.
IAWS will buy Lion Capital’s 32% holding in Hiestand with 12.7m shares and cash of €30m, which it acquired back in February of this year.
That is the only cash involved and the rest will be done on share re-allocation between the two groups, base on agreed values of the two groups.
The Lion Capital deal paves the way for the merger which has to be approved by Hiestand’s shareholders while IAWS’s will also have to get the share exchange with Lion approved.
IAWS took a 22% stake in Hiestand five years ago which it built up to 32%.
It also owns Otto Spunkmeyer and La Bra Breads in the US.
Aryzta will be headquartered in Switzerland and listed in Dublin and Zurich.
Denis Lucey, chairman of IAWS will chair the group while the IAWS senior executive team, under chief executive, Owen Killian, will take control of the enlarged entity.
It will serve a market worth €30bn, which is rapidly replacing traditional bakeries with a range of par baked breads.
When listed in August of this year the company will be among the ISEQ’s top 10 by value and may qualify for the Swiss Leader Index.
Aryzta will be a global operator serving North America, Canada and Japan, while it continues to service its EU base.
This market is worth €30bn with Europe accounting for 47% or €14.1bn.
North America is the second largest at €9bn (30%), followed by Asia with 17% (€5bn) with the rest of the world making up the remaining 6% (€1.8bn).
Ireland and Britain have been key markets for IAWS.
It was the acquisition of Cuisine de France in 1997, followed by the purchase of Delice de France in Britain that sparked the direction that emerged out of IAWS Co-op, founded back in 1897.
Its core businesses at that point was as agri-nutrition, fertilisers and fish oil.
That core business was renamed Origin last year and listed on the ISEQ, as an IAWS subsidiary.
It will be 71% owned by Aryzta. Shares in IAWS rose sharply in Dublin yesterday, almost 2% ahead by mid afternoon.
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