Beter Bed agrees to €168m takeover

Dutch furniture group Beter Bed Holding has accepted a takeover bid from Torqx Capital Partners, valuing the company at €168m.

Beter Bed and Torqx has agreed a recommended all-cash offer of EUR6.10 a share, which represents a 107% premium to Beter Bed’s closing price of EUR2.95 on Friday.

Beter Bed’s board considers the offer represents a highly attractive proposition and is in the best interest of all stakeholders and values 100% of the shares at approximately €168m.

Operating in a private setting supports Beter Bed Holding in the next phase of its development, promoting the long-term sustainable success of the Company and enabling the management team to accelerate the execution of its business strategy. Torqx fully supports the Management Board in its vision and growth strategy, including its continued investments in the brand and future growth priorities.

This growth will create additional employment opportunities and enables Beter Bed Holding to continue its strong focus on providing the highest possible quality products to its customers. The headquarters of Beter Bed Holding will remain in Uden, the Netherlands, and the Company’s corporate identity, core values and culture will be maintained.

The transaction initiated by Torqx is supported by the Company’s three largest shareholders, together holding 44.32% of the Shares. Navitas Capital, Teslin Participaties Coöperatief UA and De Engh B.V., long-term and dedicated shareholders in the Company will, at the request of Torqx, re-invest in the Company after successful completion of the Offer.

Based on the required steps and subject to the necessary approvals, the Company and the Offeror anticipate settlement of the Offer ultimately beginning of 2024.

John Kruijssen, CEO of Beter Bed Holding, commented: “We successfully transitioned from bedding retailer to sleep specialist. The development of our digital organization is bearing fruit and online sales have accelerated. We introduced innovative store formats and rolled out ‘Beter Slapen ID’ reflected in strong client appreciation growth and increasing market share. I am proud of the strong progress made in building our business in a time marked by many macroeconomic challenges. Against this background, we carefully examined the ownership structure that would best capture the sustainable long-term success of our business.

“We believe that a private setting will allow us to fully focus on our long-term strategic plans. Torqx has a track-record in building better businesses with an entrepreneurial mindset and fully supports our strategic roadmap. This transaction will provide us with a shareholder with the resources to drive sustained profitable organic and acquisitive growth by further enhancing and expanding the business, ensuring the long-term interests of all our stakeholders, including our employees and customers. At the same time, we believe the Offer Price represents a highly attractive proposition and immediate value to our shareholders. We therefore fully support the Offer and unanimously recommend it to our shareholders.”

Bart Karis, Chair of the Supervisory Board of Beter Bed Holding, added: “Together with our financial and legal advisors, we have carefully evaluated the interest Torqx has expressed in Beter Bed Holding and ran a diligent process, considering all alternatives available to the Company and taking into account a broad set of financial and non-financial criteria. At the same time, with Torqx as a strong shareholder with a long-term view on the business and full support of the strategy, this transaction creates a stable foundation for the future. We believe the Offer is beneficial to the Company and all its stakeholders and therefore the Supervisory Board unanimously supports the Offer.”

Harmen Geerts, Managing Partner & Chief Investment Officer of Torqx Capital Partners, said: “Beter Bed Holding has a robust strategy in place with the right components for growth and long-term success. We recognize the quality and commitment of the management team, having a clear vision where to steer the company, combined with strong execution skills. Beter Bed Holding‘s Board can fully focus on their long-term strategic plan and accelerate both organic and in-organic growth of the company. In this new setting,

“Beter Bed Holding can utilize all its resources to facilitate growth with a focus on long-term value creation for all stakeholders, which we fully endorse. We are very pleased that Navitas Capital, Teslin Participaties and De Engh honoured our request to act as co-investors. They share our long-term perspective on further strengthening Beter Bed Holding’s business in the Benelux and internationally. We very much value the retail experience and investment involvement of these three longstanding investors of Beter Bed Holding.”

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