The Della Valle family failed to reach the 90 percent ownership threshold needed to proceed with a proposed delisting of luxury shoemaker Tod’s under their buyout bid, a Borsa Italiana filing showed on Tuesday.
On the last day available for the offer, investors tendered Tod’s shares accounting for a total of 4,134,358 shares.
According to Reuters calculations, the Della Valles, who own 64.5 percent of the company, needed to gain the acceptance of 5,144,373 shares to reach the 90 percent threshold in their effort to take the company private.
Tod’s founder and chairman Diego Della Valle and his brother Andrea, through the vehicle DeVa Finance, have been offering to buy out other investors in Tod’s at 40 euros a share, for an up to 338 million euro ($336 million) investment.
The Della Valle family has stated it could delist Tod’s by merging it into DeVa Finance within six months of the closing of the takeover bid.
In such a case, investors who did not tender their shares would own a minority stake in a no-longer-listed company or, alternatively, they can exercise their right of withdrawal, which several brokers said would be probably set at around 36 euros, below the takeover price.
One person close to the matter said the reverse merger was only an option “because in such cases shareholders who are forced out could put obstacles in the way with legal action and delay the whole process”.
Tod’s shares ended down 2.4 percent at 39.6 euros, underperforming Milan’s all-share index which ended up 1.5 percent.
By Elisa Anzolin and Cristina Carlevaro; Editing by Valentina Za and David Holmes
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The Della Valle brothers said in a statement their holding company would pay €40 for each Tod’s Group share, valuing the company at €1.32 billion.
