Wilhelmsen and Wallenius to merge, see $50-$100 mln synergies (updated)

Wilh Wilhelmsen Holding ASA

05/09/2016 09:02

(Adds quotes, merger details) 
    Sept 5 (Reuters) - Wilh. Wilhelmsen ASA  WWASA.OL : 
    * Wilh. Wilhelmsen Holding ASA and Wilh. Wilhelmsen ASA have signed letter of intent with 
Rederi AB Soya and Wallenius Lines AB  
    * Parties to establish new ownership structure for their jointly owned investments  
    * New entity to be named Wallenius Wilhelmsen Logistics ASA 
    * Wallenius Wilhelmsen Logistics ASA will be based on existing listing of Wilh. Wilhelmsen 
ASA and continue to be listed on Oslo Stock Exchange 
    * Aim is to merge parties' ownership in the jointly owned entities Wallenius Wilhelmsen  
Logistics (jointly owned 100 pct), EUKOR Car Carriers (jointly owned 80 pct) and American 
Roll-on Roll-off Carrier (jointly owned 100 pct) 
    * Wilh. Wilhelmsen ASA will issue new shares to Wallenius Lines AB 
    * Upon completing transaction, Wilh. Wilhelmsen Holding ASA and Wallenius Lines AB will have 
equal ownership in one joint company in region of 40 pct each 
    * Proposed transaction is expected to close within Q1 2017 
    * Says the markets in which the jointly owned entities operate are going through rapid 
change and require a more agile and efficient business model 
    * "Changing market dynamics and pressure on margins enforce a fundamental change in how we 
manage our joint ventures, especially within the shipping segment," says Thomas Wilhelmsen, 
chair of Wilh. Wilhelmsen ASA, and Diderik Schnitler, chair of Wilh. Wilhelmsen Holding ASA as a 
joint statement for the reasoning behind the proposed changes 
    * In addition to establishing one common owner and governance structure, the proposed merger 
is expected to enable synergies between USD 50-100 million by combining the assets and 
harvesting economies of scale, including more optimal tonnage planning, and administrative, 
commercial, and operational efficiencies between the entities 
    * The proposed transaction is subject to due diligence, final agreements on valuation and 
exchange ratio, negotiation of final legal agreements, approval from relevant competition 
authorities and the boards, and general meetings of the respective parties 
    * The parties expect to sign final legal agreements before the end of the year 
    * The general meeting is expected to take place in the first quarter of 2017 
    * Wilh. Wilhelmsen ASA has appointed Arctic Securities as financial advisors and Wiersholm 
as legal advisors  
    * Rederi AB Soya and Wallenius Lines have appointed SEB Corporate Finance as financial 
advisors and Setterwalls and Schjødt as legal advisors 
    * EY is acting as joint due diligence advisors 
 
Source text for Eikon:  ID:nObiK2gvma  
Further company coverage:  WWASA.OL  
 
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