Brussels – Recticel is to sell its engineered foams business to US-based Carpenter, rebuffing Austria's Greiner and the unsolicited takeover bid it made for the company in May 2021. This will leave Recticel focused on the insulation market.
The binding offer from privately held Carpenter values this part of the business at EUR656m, representing about EUR11.65 per Recticel share on a fully diluted basis. The deal remains subject to shareholder and regulatory approval.
Recticel’s board believed the Greiner offer to buy the whole company of EUR13.5/share significantly undervalued the company, and undertook a review of strategic alternatives. The result was a new strategy of separating its businesses, and disposing of the engineered foams operations.
Carpenter has its headquarters in Richmond, Virginia, with more than 4000 employees and more than 50 locations in North America and Europe. It has annual sales of about $2bn.
The companies claim that the deal will create the world’s largest vertically integrated manufacturer of polyurethane foams and specialty polymer products. It will also give Carpenter a presence in Asia.
‘We believe that Carpenter Co will be a great new owner for our engineered foams employees and business, with strong strategic fit,’ said Recticel CEO Olivier Chapelle. ‘In addition, together with the intended sale of our bedding division, we believe we will be able to unlock the full value potential of Recticel, and create superior value for our shareholders versus the unsolicited bid of Greiner.’
Carpenter’s CEO Brad Beauchamp said he was excited about the announcement ‘[It] will strengthen our position in the technical foam markets in North America and Europe through a more diverse and complementary product offering, while establishing a presence in Asia Pacific,’ he said. ‘It will also accelerate our offerings into new markets.’
The deal will be put to an extraordinary general meeting of Recticel shareholders, likely in early December. If passed, the transaction is expected to close in the second quarter of 2022.