Italian catering equipment conglomerate Ali Group has upped its offer for Welbilt to $3.41 billion and insisted the proposal remains “superior in every respect” to the all-stock transaction put forward by Middleby.
In the latest twist to the takeover tale involving three of the world’s five largest foodservice equipment manufacturers, Ali Group confirmed it has submitted a definitive proposal and merger agreement to acquire Welbilt for $24.00 per share in cash – an increase of $1.00 on its initial bid at the end of May.
The new price represents a premium of approximately 11.4% to the implied value of the all-stock transaction with Middleby.
Ali Group said it has obtained fully underwritten, binding commitment letters for debt financing from Goldman Sachs International and Mediobanca.
The proposal also provides certainty of securing regulatory approval with the inclusion of a “hell or high water” provision, which requires Ali Group to take all actions necessary, including divestitures, to obtain all requisite antitrust approvals without undue delay.
In a statement, Ali Group said: “Ali Group has completed due diligence and secured committed financing, and our proposal continues to be superior in every respect to Welbilt’s pending all-stock transaction with Middleby, with a significant premium to Welbilt shareholders and a clear path to completion.
“Further, given the minimal product overlap between our two companies and the fact that our proposed transaction does not require an Ali Group stockholder vote, we believe our proposal offers far greater certainty of closing than the Middleby transaction.
“We firmly believe our proposal represents the most attractive opportunity for Welbilt shareholders and expect the Welbilt board of directors to deem our all-cash proposal superior to the pending all-stock transaction with Middleby.”
The statement added: “We have long admired Welbilt’s heritage, breadth of products, brand strength and management team, and look forward to executing a definitive merger agreement, welcoming Welbilt and its employees to the Ali Group family and creating an industry leader with a comprehensive product portfolio and global footprint.”
Ali Group employ approximately 10,000 people in 30 countries and, in terms of sales, is one of the world’s largest groups in this industry.
It has 58 manufacturing facilities in 15 countries and sales and service subsidiaries throughout Europe, North America, South America, the Middle East and Asia Pacific.