Houlihan Lokey Advises Natra

Houlihan Lokey is pleased to announce that the period for accepting the voluntary tender offer (Offer) launched by World Confectionery Group SARL, a wholly-owned subsidiary of Investindustrial S.A., to acquire 100% of the shares and outstanding convertible bonds of Natra, S.A. (Natra or the Target), has successfully ended with an acceptance in excess of 90%. The Spanish National Securities Market Commission (CNMV) authorised the Offer on 12 June 2019.

Spanish-based multinational Natra is one of the leading companies in Europe specialising in private label chocolate and other cocoa derivatives. The business has strong market positions across all major product categories with a focus on the premium segment. Natra comprises two business divisions: the Consumer Products division manufactures chocolate tablets, countlines, spreads, and Belgian specialities; the Industrial Products division supplies cocoa-derived products including cocoa powder and butter, and chocolate coatings. It operates six specialised production sites in Spain, Belgium, France, and Canada, and has a commercial presence in Europe, the United States, and Asia. The shares of the company have been traded on the Madrid and Valencia Stock Exchanges.

The consideration of the Offer, payable fully in cash, amounts to 1.00 euro per share of the Target; and 1,000 euros per convertible bond of the Target. This implies an enterprise value for the transaction of c. €315 million.

The Offer consideration implies a premium of approximately 150% to the average fully diluted market price of Natra's shares for the past six months prior to its announcement on 3 January 2019. The Offer settlement, payment of the purchase price, transfer of shares, delisting, and squeeze out are expected to be completed in H2 2019.

Houlihan Lokey served as financial advisor to Natra and negotiated all aspects of the Offer on its behalf. This transaction reinforces Houlihan Lokey's strong global franchise in the food sector and represents the first public-to-private transaction fully undertaken by Houlihan Lokey's Consumer, Food, and Retail team as well as its first public to private in Europe.

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