July 31st, 2014
Strategic acquisition in the USA by Norbert Dentressangle
* With signature of agreement to acquire Jacobson Company, a U.S. leading
contract logistics and transport provider, the transaction immediately
positions Norbert Dentressangle as a leading third party logistics provider
in the fast growing U.S. market.
* The deal increases the Company's annual revenues by +15% (€600 million) and
will be accretive to EBITDA, EBITA and earnings in year one after
acquisition.
* The acquisition is consistent with Norbert Dentressangle's strategy to
become a top-tier player in global supply chain management.
The transaction:
Norbert Dentressangle and the private equity firm Oak Hill Capital Partners
announced today that they have signed an agreement to acquire all the shares of
the U.S. logistics and transport company Jacobson. The transaction is valued at
$750 million (€560 million) in cash on a debt-free and cash-free basis, plus a
capped earn-out relating to future performance. The acquisition will be
financed through a combination of Norbert Dentressangle reserves and available
credit lines.
The deal, which is expected to close mid-September 2014, is subject to
regulatory approvals.
Jacobson Companies - a major player in the U.S.logistics andtransport market
with cultural values aligned with Norbert Dentressangle
Founded in 1968 and headquartered in Des Moines, IA, Jacobson is one of the
largest value-added warehousing 3PL provider in North America with integrated
domestic transportation management capabilities, with annual turnover of
approximately $800 million in 2013, 9.5% EBITDA margin and 5,500 employees.
Jacobson is a successful and profitable company, with a flexible business model
and driven by operational excellence.
Capitalizing upon diversified business mix and customer base, Jacobson operates
two divisions with nationwide coverage: Contract Logistics Services with 3
million m² of warehousing across 142 sites and Transportation with a fleet of
350 tractor units and 1,225 trailers. The company has a strong expertise and
market position in industry verticals such as Food and Beverages, Chemicals,
Agriculture, Consumer goods, Durables.
Jacobson serves more than 1,800 customers in the U.S. with a focus on
added-value services (co-packing, co-manufacturing, reverse etc…) and benefits
from being recognized for its quality of service.
An operation fully aligned with Norbert Dentressangle's growth ambitions to
become a top-tier player in global supply chain management
The transaction increases the scale of Norbert Dentressangle, both globally
with +15% in revenue growth reaching €5 billion annual turnover and also in the
U.S. logistics and transport market where the group becomes scalable with
approximately $ 800 million USD of gross revenues in 2013.
It allows Norbert Dentressangle to expand its geographical footprint in the
fast-growing U.S. logistics and transport market and also gives significant
room for further development. With 14% of annual consolidated turnover it moves
the U.S. to the third largest operating country for Norbert Dentressangle.
By including the current Air & Sea presence of Norbert Dentressangle in the
U.S., the combination creates real opportunities to offer fully integrated
value-added services to its customers and those of Jacobson, both in the U.S.
domestic market and globally.
An operation that enhances the potential of growth and profitability both for
Jacobson and Norbert Dentressangle
In addition to the current development opportunities in the growing U.S.
market, the operation will create new cross selling business opportunities both
across the U.S. and globally, with respective customers and strengthened
expertise in key selected vertical markets.
The operation will allow the sharing of best practice (engineering - IT -
automation process) and further expansion for co-packing activities, reverse
logistics and e-commerce logistics, particularly in contract logistics.
The transaction is earnings accretive and maintains Norbert Dentressangle's
financial strength
Upon completion of the transaction, the leverage ratio of Norbert Dentressangle
is expected to be in the range of 3.2x by end 2014 pro-forma in accordance with
the group's bank covenants. This leverage ratio is below the one reached with
the acquisition of Christian Salvesen in 2007 and comparable to the one reached
with the acquisition of TDG in 2011, the last two strategic moves undertaken by
the group.
The transaction will be accretive to Norbert Dentressangle on an EBITDA, EBITA
and earnings basis within the first year after the acquisition.
Hervé Montjotin, Chief Executive Officer of Norbert Dentressangle, said: "The
acquisition of Jacobson is a key milestone in Norbert Dentressangle's
development strategy to become a top-tier player in global supply-chain
management and a step change in expanding our global reach. As a leading
contract logistics provider in the buoyant U.S. logistics and transport sector,
Jacobson is an ideal strategic fit for Norbert Dentressangle. Jacobson's
success has been founded on core traditions of operational excellence and
customer focusand it has built a strong track record of growth and
profitability. Its entrepreneurial spirit and management team will fit
perfectly with the Norbert Dentressangle Group. I am convinced this deal will
create new opportunities for the employees and customers of Jacobson, and am
confident about our ability to quickly and smoothly integrate the Jacobson
teams into Norbert Dentressangle. "
"We are very pleased to become part of Norbert Dentressangle, an important
player in the European logistics and transport market and a company whose
culture and values are highly complementary to our own," said Tony Tegnelia,
COO and Co-President of Jacobson. "We value the opportunity to join a thriving
organization that will enable us to offer an enhanced suite of global services
to our customers."
Denis Nayden, Chairman of Jacobson and a Managing Partner of Oak Hill Capital
commented, "Since partnering with Jacobson, we have worked closely with its
management team to build the company into a leader in supply chain management
and 3PL in the U.S. Now as part of Norbert Dentressangle, Jacobson is
positioned to be a cornerstone of a world class organization. We are very
pleased that Jacobson's employees and customers will be positioned for
continued success as part of the Norbert Dentressangle Group."
About Norbert Dentressangle:
Norbert Dentressangle is an international logistics, transport and Air & Sea
company, with annual turnover of €4 billion in 2013. Norbert Dentressangle
develops high added value solutions in its three sectors, across Europe,
America and Asia, and places sustainable development at the heart of all its
activities. It is established in 25 countries, employs 37,700 people and
generates 60% of its turnover outside France. Norbert Dentressangle whose CEO
is Hervé Montjotin is listed on the CAC Small & CAC All Tradable.
NYSE Euronext Paris (category B) / NYSE Euronext London, Code GND - Isin
FR0000052870
www.norbert-dentressangle.com
Contacts :
Norbert Dentressangle DGM Conseil
Directeur de la communication Relations Presse
Thierry LEDUC - Tel :+33 4 72 83 66 00 Olivier Labesse - Tel :+33 1 40 70 11
89
Email :
thierry.leduc@norbert-dentressangle.com Email :labesse@dgm-conseil.fr
Thomas de Climens - Tel :+33 1 40 70 11
89
Email :thomasdeclimens@dgm-conseil.fr
Hugues Schmitt - Tel :+33 1 40 70 11 89
Email :h.schmitt@dgm-conseil.fr