Cnova contemplates reorganization of its Brazilian activities within Via Varejo, receives acquisition offer from parent Casino, Guichard-Perrachon (CGUSY) for $5.50/share
The co confirmed that it has entered into a Memorandum of Understanding with Via Varejo S.A. regarding a possible reorganization of its Brazilian subsidiary, Cnova Brazil, within Via Varejo. As a result of the reorganization, Cnova would receive ~97 mln of its own shares currently held by Via Varejo (21.9% of its share capital) and cash consideration ranging from $32-49 mln. In addition, Via Varejo would reimburse a debt currently held by Cnova Brazil equivalent to ~$127 mln
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Separately, Cnova's parent company, Casino, Guichard-Perrachon (CGUSY), announced that it would make an offer to purchase the outstanding ordinary shares of Cnova from its public shareholders at a price of $5.50 per share. The intention to make such offer is currently subject to:
- Cnova and Via Varejo reaching a binding agreement on the proposed reorganization and completing the proposed transaction,
- The fulfilment, by the time the binding agreements are entered into, of certain conditions precedent (and notably the absence of material adverse event with respect to Cnova)
- The commitment, by the time the binding agreements are entered into, of Companhia Brasileira de Distribuição (Cnova minority shareholder and part of Casino Group) not to participate in the offer.