International private equity firms
Terms were not disclosed for the transaction but Troisdorf-headquartered HT Troplast had net sales of more than €800m in 2006. The business, which has 3,750 employees and distribution sites in 21 countries, develops, manufactures and markets plastics for windows and doors.
Carlyle and Advent are understood to have paid about €300m to buy HT Troplast from Ruetgers in January 2005. Carlyle acquired a 55% stake; Advent the remaining 45%. At the time of the acquisition, HT Troplast had reported net sales of €770m for 2004. The workforce, however, appears to have been downsized, with previous figures suggesting employees numbered 4,300 in 2004.
In 2006, Carlyle and Advent refinanced the €197m of debt in the original 2005 buyout, with Commerzbank launching a reported €100m senior debt recapitalisation package.
In addition, Carlyle Group has made a £155.3m (€229.4m) offer for Freeport, the UK shopping centre operator, and has received acceptances in respect of 53.9% of Freeport’s issued share capital.
The offer, made by the Carlyle fund CEREP, is due to close today and may lapse if CEREP does not receive valid acceptances representing 90%, Freeport said.
The deal appears to have been on a roller coaster from the start. Freeport originally announced that it was in bid talks in August last year. In December, Carlyle was singled out as a possible bidder, apparently signing a letter of intent with Freeport with the backing of activist shareholder Laxey Partners, which held a 29.7% stake in the UK group.
In February this year, Carlyle pulled out of the talks after conducting due diligence. At that stage, Freeport confirmed that it had terminated discussions with all parties that could be considering a possible bid for the group.
Only a month later, Freeport recommended a 410p per share offer from Carlyle only to hit another snag in April when Carlyle announced that “there would be a short delay in posting its offer document”.
Things then took another twist when, on May 3, the Takeover Panel issued a statement confirming that it had received a request from Carlyle asking not to proceed with the deal. The reasons for the change of heart were not disclosed. However, the offer document was finally posted on August 10.
Deborah Cust
