Enterprise Investors announces a €143 million public tender offer for Kofola-Hoop

The parties announcing the public tender offer are KSM Investment, which currently owns more than 51% of Kofola-Hoop shares, Mr. Tomas Jendrejek and Mr. Rene Musila, who own 2.9% each, and Polish Enterprise Fund VI acting through its wholly controlled subsidiary (CED Group S.a.r.l.), which does not already own shares in Kofola-Hoop. Between them the acquirers own almost 57% of the company’s capital. The parties that currently hold shares in Kofola-Hoop (KSM Investment, Mr. Jendrejek and Mr. Musila) will not acquire shares in the tender offer, and PEF VI will be the sole acquirer. Assuming the tender offer is successful, PEF VI will become a 43% shareholder of Kofola-Hoop. The minimum threshold at which PEF VI is obliged to finalize the acquisition of shares in the tender offer is 29.43%. A stake of this size is currently owned by Marek Dutkiewicz and Dariusz Wojdyga, the founders of Hoop SA, with whom PEF VI has signed an agreement regarding the sale of their shares. The expected closure of the offer is on 6 November 2008.

“Enterprise Investors believes in Kofola-Hoop’s development over the next few years. We are convinced that the company has very competent and experienced management, an interesting product portfolio and the capacity to grow both organically and through acquisitions. This is why we are ready to pay such a substantial premium over the current market price for shares in Kofola-Hoop,” said Enterprise Investors Partner Jacek Woźniak who is in charge of this investment. “We do not intend to delist the company,” he added.

“The tender offer for Kofola-Hoop shares proves that the current market presents opportunities for private equity to acquire large stakes in public companies which have a strong market position and highly experienced management. This is an entirely new market segment in the CEE region, and one that will generate big deals in the near future. We intend to have a very active part in this trend,” said Dariusz Prończuk, managing partner of Enterprise Investors.

Kofola-Hoop SA was formed through a merger of Kofola and Hoop in May 2008, becoming one of the most significant producers of non-alcoholic beverages in Central and Eastern Europe. The company is listed on the Warsaw Stock Exchange and its biggest shareholder is KSM Investment. Jannis Samaras, the ex-managing director of Kofola Holding, is the company’s CEO. Kofola-Hoop’s best-known brands are Hoop Cola, Kofola – Slovakia’s favorite cola-type drink, Paola syrups, Artic and Rajec mineral waters, the Jupi line of fruit drinks, and Jupik, a children’s drink. Kofola-Hoop also supplies products under private labels for big retail chains. Production is carried out in eight factories located in Poland, the Czech Republic, Slovakia and Russia. The company employs more than 2,600 people. With an annual turnover (the Russian market excluded) of nearly PLN 1.2 billion (approx. €360 million), Kofola-Hoop is the third largest company in its sector on the Polish and Czech markets, and second in Slovakia. In Slovakia, where Kofola is preferred to Coke and Pepsi, the company is the leader on the carbonated soft drinks market.

“Enterprise Investors is an investor with long-term investment experience in the FMCG, food and manufacturing sectors.
I believe that as a partner EI can contribute considerably to the company’s further development. EI also has an excellent reputation as a financial investor that develops and implements the best standards of corporate governance,” said Kofola-Hoop CEO Jannis Samaras.