CMA CGM, NOL 인수합병 추진
글로벌 쉬핑에 영향력 강화
글로벌 해운업체인 CMA CGM가 NOL(Neptune Orient Lines)을 1 주당 1.30 싱가포르 달러 (NOL 의 최소유지주가에 49% 프리미엄이 붙은 가격 ) 에 인수했다고 7일 밝혔다.
이번 전략적 인수로 인해 CMA CGM은 563 대의 선박수와 더불어 220 억 달러(미화)의 매출을 기록하게 될 전망이다. 양사 합병으로 CMA CGM은 무역 포트폴리오와 교역 루트의 다양한 전략을 구사한다는 목표로 상당한 운영 시너지를 낼 것으로 예측된다. 앞으로 CMA CGM 은 싱가포르에 지역 본사를 설립할 계획으로 싱가포르가 해운업의 리더로서 역할을 수행하는 데에 힘을 실어줄 방침이다.
한편, 이번 인수는 NOL의 이사회 회의에서 만장일치로 승인되는 등 NOL 의 주요 주주인 Temasek(싱가포르 국영 투자회사) 과 그 계열사들의 전폭적인 지원을 받고있다 .
.<보도자료 전문>
CMA CGM TO ACQUIRE NOL,
REINFORCING ITS POSITION IN GLOBAL SHIPPING
· Proposed cash acquisition of NOL at SGD 1.30 per NOL share, representing a 49% premium to NOL’s unaffected share price [1] , fully financed
· Strategic acquisition resulting in combined turnover of USD 22 billion [2] and fleet size of 563 vessels
· Complementary geographical strengths enhance the diversity of CMA CGM’s trade portfolio and consolidate its position on strategic trade routes
· CMA CGM will establish its regional head office in Singapore, which will reinforce Singapore’s leadership position in the shipping industry
· Significant operational synergies
· Transaction is unanimously approved and recommended by NOL Board
· NOL’s majority shareholders (Temasek and its affiliates) fully support the transaction and have irrevocably undertaken to tender all of their shares into the Offer
Singapore and Marseille (France), December 7, 2015 - CMA CGM, a global leader in container shipping, today announces a pre-conditional voluntary general cash offer for Neptune Orient Lines (NOL), Southeast Asia’s largest container shipping company (SGX: N03), subject to the satisfaction of the pre-conditions specified in such announcement. NOL’s majority shareholders (Temasek and its affiliates) have irrevocably undertaken to tender all of their shares in acceptance of the Offer.
Upon the satisfaction of the pre-conditions (namely, approvals from antitrust authorities), CMA CGM will launch an offer at a price of SGD 1.30 per share, which represents a 49% premium to NOL’s unaffected share price 1 and a 33% premium 1 to NOL’s 3 month volume-weighted average share price to July 16, 2015.
Commenting on this transaction, Rodolphe Saade, Vice-Chairman of CMA CGM, said: “ This transaction will represent a significant milestone in the development of CMA CGM. Leveraging the complementary strengths of both companies, CMA CGM will further reinforce its position as a leader in global shipping with combined revenue of USD 22 billion 2 and 563 vessels. By bringing together the know-how of both teams, the enlarged group will be even better positioned to provide premium services to its customers across all markets. At a time when the shipping industry is facing strong headwinds, scale is more critical than ever to capitalize on synergies and capture growth opportunities wherever they arise. I firmly believe CMA CGM will enable NOL to address the industry’s new challenges. We recognise the strategic importance of Singapore as a key hub for the maritime industry and we are committed to reinforcing its regional leadership. ”
Ng Yat Chung, CEO of NOL, said: “The combined market presence delivered by the transaction would achieve the scale needed to enhance competitiveness for NOL’s operations and offer a clear and sustainable long term direction for the combined entity. The transaction would enable NOL to grow as part of a larger entity with the resources of the world’s third largest container shipping line.”
Tan Chong Lee, Head Portfolio Management at Temasek, said: “We are supportive of this transaction as it presents NOL with an opportunity to join a leading player with an extensive global presence and solid operational track record. The combination of NOL and CMA CGM will create a leading shipping company that delivers reliable and efficient service to its customers. Their complementary strengths will yield mutually beneficial results. We also note and welcome the commitment of CMA CGM to enhance Singapore’s position as a key maritime hub and grow Singapore’s container throughput volumes.”
Created in 1978 by Jacques Saade, CMA CGM is the world’s third largest container shipping firm, with 469 vessels and a global market share of 8.8%. In 2014, the Group handled over 12 million TEUs and generated USD 16.74 billion in revenues. A founding member of the Ocean Three Alliance with UASC and CSCL, CMA CGM is present across 160 countries, with 22,000 employees in 655 offices, and has a fleet capacity of 1,781 thousand TEUs.
NOL is a leading shipping company operating under the American President Lines (APL) brand. In 2014, the company’s revenues 2 reached USD 7.04 billion. Currently, NOL has more than 7,400 employees in 180 offices across more than 80 countries and operates 94 vessels, representing 618 thousand TEUs in fleet capacity.
Reinforcing CMA CGM’s position in the container shipping industry with strong complementary strengths
This acquisition would enable CMA CGM to reinforce its position in the container shipping industry, and achieve the following : capacity of 2,399 thousand TEUs and combined fleet of 563 vessels, market share of approximately 11.5% (vs 8.8% for CMA CGM and 2.7% for NOL), combined turnover of c. USD 22 billion 2 .
CMA CGM has a leading position on the Asia-Europe, Asia-Mediterranean, Africa and Latin America routes, whilst APL is strong along the Transpacific, Intra-Asia and Indian subcontinent shipping routes. The enlarged entity will strengthen its position on strategic shipping routes, especially in key markets such as United States, Intra-Asia and Japan, and will boast a balanced trade portfolio. Following the transaction, the combined group would hold market shares from 7% to 19% on the routes on which it operates.
CMA CGM is looking forward to welcoming APL into CMA CGM’s world and intends to retain and develop the APL brand. With a historic presence in the US, APL would add to CMA CGM’s operations in this region. The combination of CMA CGM and APL’s highly skilled teams would enable the combined group to offer a premium service to all its customers.
The combined group’s customers would have access to an enlarged and well-balanced shipping coverage across all the strategic trades of global commerce, and to an extended range of products and services.
Creating scale to enhance competitiveness
The industry is currently facing significant challenges with strong pressure on capacity and pricing. In this context, companies need to enlarge their reach and coverage in order to benefit from economies of scale and deliver the full range of services to their customers. In order to deliver sustainable performances in the mid-term, scale provides a strategic advantage.
The combination of the two groups would create synergies and enable the following competitive advantages:
· the optimization of vessels and occupancy rates on routes
· economies of scale in terms of purchasing costs, logistics costs and chartering costs
· a larger and more flexible fleet, allowing to deploy the most efficient vessels on any given route
Overall, the trade portfolio of the combined group would be better balanced, with increased resilience in times of market volatility.
CMA CGM has substantial experience in the integration of businesses and expects the enlarged entity to achieve significant operational synergies.
Commitment to Singapore: Reinforcing Singapore’s leadership in the maritime and shipping industry
CMA CGM attaches significant importance to Singapore and the region for the deployment of its strategy in Asia. The combined entity would reinforce Singapore’s leadership in the maritime and shipping sector as the city-state seeks to increase maritime services and transportation volumes, including committing more volumes through Singapore. CMA CGM will also contribute to reinforce Singapore as a center of excellence in the field of maritime activities as CMA CGM plans to use Singapore as a key hub in Asia. In this regard, CMA CGM plans to establish its regional head office in Singapore. This consolidation of CMA CGM’s longstanding presence in Asia in Singapore aims at providing efficient and quality services to customers in the region.
Following this transaction, CMA CGM intends to further leverage NOL’s historic legacy and reinforce its presence in Singapore.
Details of the transaction
The transaction is valuing NOL at a price to book ratio of 0.96 times. The transaction will be financed by a combination of available cash and bank financing provided by a syndicate of international banks.
Post-closing, CMA CGM intends to deleverage its balance sheet within 18 to 24 months through synergies and assets sales for an amount of at least USD 1 billion, with the aim to reduce debt gearing ratio to below 0.8 times.
The boards of NOL and CMA CGM have unanimously approved the terms of the proposed transaction, which is still subject to the approval of the relevant anti-trust authorities as set out in the Pre-Conditional Offer Announcement.
The offer will be launched without delay after approval of the relevant authorities which is expected by mid-2016.