Denmark's DSV Offers $1.35 Billion for UTi Worldwide

Danish firm DSV, the world´ s sixth-largest logistics company, has agreed to buy U.S.-based UTi Worldwide Inc. for $1.35 billion in move aimed at boosting its long-term growth prospects outside Europe.

The deal is the latest in series of mergers and acquisitions within the transport and logistics industry as companies try to counter slow growth by buying new businesses.

U.S. based FedEx is in the process of acquiring Dutch parcel firm TNT Express NV after buying third-party logistics business GENCO earlier this year, while United Parcel Service Inc. this summer acquired freight broker Coyote Logistics and XPO Logistics Inc. has undertaken a string of recent acquisitions, most recently Con-way Inc.

For DSV, which has expanded through a series of acquisitions since it was founded by 10 Danish hauliers in 1976, UTi will be its biggest purchase since the acquisition of Brussels-based ABX Logistics Worldwide SA in 2008.

"It is a great pleasure for me to announce the first step towards the combination of UTi and DSV. We complement each other perfectly, both in terms of business activities and geography," said Kurt K. Larsen, chairman of the DSV board.

The deal is expected to increase DSV's annual revenue by around 50% with pro forma 2014 revenue at about $13 billion and a total workforce of 44,000 people in 84 countries. The combined companies will have a geographical footprint with approximately 61% of revenue in Europe, Middle East and North Africa, 17% in the Americas, 16% in Asia and 6% in sub-Saharan Africa, DSV said.

The Hedehusene, Denmark-based company said the per-share offer of $7.10 in cash represents a premium to ordinary UTi shareholders of approximately 50%, compared with the closing price on Oct. 8, and a premium of approximately 34% against the 30-day volume-weighted average closing price.

"We are operating in an industry where increasingly scale is critical. Joining forces with DSV delivers substantially greater client value and many future opportunities for our people, while it is financially very attractive for our shareholders. As a result, the board of directors of UTi has unanimously approved the agreement with DSV and strongly recommends that our shareholders accept the offer," said Roger MacFarlane, chairman of the UTi board.

Danske Bank, ING and Nordea have committed to financing the transaction and DSV will use equity financing of 5 billion Danish kronor ($756 million) during the next 12 months, to maintain a prudent capital structure, it said.

The transaction is conditional on obtaining the approval of UTi shareholders at an extraordinary shareholders' meeting, DSV said, noting that UTi's largest shareholders, funds controlled by P2 Capital Partners, with about 10.8% of the ordinary shares and all of the convertible preference shares, support the transaction.

The deal, which is expected to close during the first quarter 2016, is also conditional on receipt of regulatory approval and other customary closing conditions.

Write to Christina Zander at [e-mail]

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(END) Dow Jones Newswires

October 09, 2015 07:45 ET (11:45 GMT)

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