Aéroports de Paris SA: Groupe ADP concludes in modified conditions the second part of its acquisition of a 49% stake in GMR ...
07 Juli 2020 - 6:00PM
Aéroports de Paris SA: Groupe ADP concludes in modified conditions
the second part of its acquisition of a 49% stake in GMR Airports
PRESS RELEASE
July 2020, 7th
Aéroports de Paris SAGroupe ADP concludes
the second part of its acquisition of a 49% stake in GMR
Airports in revised conditions
As a reminder, Groupe ADP had signed on 20
February 2020 a share purchase agreement to buy, under certain
usual regulatory conditions, a 49% stake in GMR Airports (see the
press release published on the same day1).
It is also recalled that this operation should
have been performed in two phases: a first phase for the
acquisition of a 24.99% stake2, and a second phase, subject to
certain regulatory conditions, for the acquisition of 24.01%.
Since 26 February 2020, Groupe ADP has held
24.99% of GMR Airports, and had, therefore, joined the Board of
directors of GMR Airports with highly extended governance rights
since that date.
In order to take into account the pandemic
impact linked to the Covid-19 on the aviation sector and its medium
term perspectives in the airports of GMR Airports, Groupe ADP and
GMR have signed, on July 7 2020, an amendment to the share purchase
agreement and the shareholders' agreement.
As per the amendment, the price paid at second
closing is reduced by Rs. 1,060 Crores (126 million euros3)
compared to the initial purchase price of Rs. 5,532 Crores (658
million euros3). The amendment plans, for the second investment
phase, to acquire 24.01% in GMR Airports and will now be structured
in two parts:
- A net fixed amount, paid immediately at the second closing, of
Rs. 4,472 Crores (532 million euros3), including Rs. 1,000 Crores
(119 million euros3) of capital increase in GMR Airports;
- An earn-out clause, for a potential amount of up to Rs. 1,060
Crores (126 million euros3), conditioned by the achievements of
certain performance targets regarding GMR Airports activities by
2024.
The highly extended governance rights of Groupe
ADP remain unchanged. Groupe ADP and GMR Group reaffirm their
willingness to create a major industrial and strategic
partnership.
The second phase of this operation, which marks
its completion, was effectively performed today, enabling Groupe
ADP to hold 49% shareholding in GMR Airports.
The following acted as advisors to Groupe ADP on
the transaction: Urban Strategic Pte Ltd as strategic consultant;
Zaoui & Co as financial advisor; KPMG India as financial,
accounting and tax advisor; Hogan Lovells as international counsel;
and S&R Associates as Indian counsel.
Investor Relations: Audrey Arnoux, Head of Investor
Relations +33 6 61 27 07 39 –
invest@adp.frPress contact: Lola Bourget,
Head of Medias and Reputation Department +33 1 74 25 23
23
Groupe ADP develops and manages airports,
including Paris-Charles de Gaulle, Paris-Orly and Paris-Le Bourget.
In 2019, the group handled through its brand Paris Aéroport more
than 108 million passengers and 2.2 million metric tons of freight
and mail at Paris-Charles de Gaulle and Paris-Orly, and more than
110 million passengers in airports abroad. Boasting an exceptional
geographic location and a major catchment area, the Group is
pursuing its strategy of adapting and modernizing its terminal
facilities and upgrading quality of services; the group also
intends to develop its retail and real estate businesses. In 2019,
group revenue stood at €4,700 million and net income at €588
million.Registered office: 1 rue de France – 93290 Tremblay en
France, France. A public limited company (Société Anonyme) with
share capital of €296,881,806. Registered in the Bobigny Trade and
Company Register under no. 552 016 628.
groupeadp.fr
1 20 February 2020 press release: With the acquisition of 49% of
the Indian group GMR Airports, Groupe ADP creates the leading
global network of airports
2 26 February 2020 press release: Groupe ADP performs the first
step to acquire a 49% stake in GMR Airports, Indian airport
operator
3 Excluding acquisition costs, exchange rate of
EUR/INR=84.06
- Aéroports de Paris SA - Closing under modified conditions of
the second part of the acquisition of GMR Airports
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