February 4, 2019 / 9:58 AM / 14 days ago

DSV's $4 billion Panalpina offer given shareholder cold shoulder

ZURICH (Reuters) - Danish logistics company DSV’s $4 billion-plus bid for Panalpina hit a roadblock on Monday when the Swiss freight forwarder’s top shareholder rejected the offer, saying Panalpina should stick to its own “consolidator strategy”.

FILE PHOTO: The logo of Swiss transport and logistics firm Panalpina is seen at an office building in Glattbrugg near Zurich April 3, 2013. REUTERS/Arnd Wiegmann

Panalpina shares closed down 11.7 percent at 157.3 Swiss francs. They had risen more than a third this year on last month’s DSV offer which was initially pitched at 170 Swiss francs per share.

“DSV continues to carefully review the situation. Further announcements will be made as appropriate,” DSV said in a statement. Its shares fell 2.1 percent.

The snub by the Ernst Goehner Foundation, which owns nearly 46 percent of Panalpina, marks the second time in the past few months that DSV Chief Executive Jens Bjorn Andersen has encountered resistance in Switzerland.

In October, CEVA Logistics rejected the Danes’ $1.55 billion approach and subsequently deepened ties with French shipping company CMA CGM.

“We strongly believe that Panalpina can create more value for its shareholders, customers and employees through its consolidator strategy than the published non-binding purchase offer from DSV,” said Ernst Goehner Foundation board member Thomas Gutzwiller in a statement.

Asked by Reuters whether the foundation would accept a higher offer and tender its shares, he said: “We believe in Panalpina’s growth case. If the situation were to change, it would be our duty to consider any new facts.”

Another big Panalpina owner, 12.3 percent stakeholder Cevian, has been pushing the Swiss company to consider being bought out, amid its struggles in ocean freight, a delayed IT system and profitability and growth that have lagged rivals.

Sweden-based Cevian declined to comment.

Andersen wants Panalpina’s air and sea freight operations to help DSV consolidate the fragmented freight-forwarding industry. The deal, if it succeeds, would make DSV the industry’s fourth-largest player, behind DHL Logistics, Kuehne & Nagel and DB Schenker.

TWICE SPURNED?

The snub of DSV by Panalpina’s top shareholder could mean Andersen must raise his cash-and-shares bid to convince important investors to back the proposal.

Previously, Andersen declined to say if DSV would consider raising its offer, should it encounter resistance, but said that “we are not afraid of failing twice” should the Panalpina deal end similarly to its bid for CEVA.

Analysts’ views over whether Andersen would raise its offer were mixed, with some saying they would not rule out a counterproposal and others concluding the current bid may be the ceiling.

DSV’s offer implied a takeover multiple of 26.6 times Panalpina’s earnings before interest and taxes (EBIT), or a 64 percent premium to the sector, Jefferies analysts said in a note to investors.

“We think DSV has already made a full offer for Panalpina, which is difficult to beat,” Jefferies said.

In response to the foundation’s decision not to back the DSV bid, Panalpina said its board “continues to carefully review the situation with its professional advisers”.

The 20 largest freight forwarders control only about a third of the market, making the industry potentially ripe for takeovers or partnerships as companies seek to boost profitability and take advantage of economies of scale.

($1 = 0.9967 Swiss francs)

Reporting by John Miller and Oliver Hirt; editing by Keith Weir/Jason Neely/Alexander Smith

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