Omnia management has indicated that shareholders might look forward to a special dividend at the end of the financial year once it concludes the sale of its Oro Agri division to one of the world’s leading agricultural biotech groups, Rovensa.
Omnia CEO Seelan Gobalsamy says the board of directors decided to accept an “attractive offer” from Rovensa and urges shareholders to approve the transaction when it is put to a vote, probably in the second week of December.
Rovensa approached Omnia earlier this year with an offer for the various Oro Agri businesses operating in different countries.
An announcement published on the JSE Sens service on Monday states that Omnia and Rovensa have reached agreement after the completion of a due diligence investigation.
Gobalsamy says the major consideration for the sale of Oro Agri is that Omnia has been a relatively passive investor since acquiring it in 2018 and would’ve had to make significant additional investment in it and fully integrate the business into Omnia’s operations to realise its full potential.
Good fit
On the other hand, Rovensa found that it was a very good fit for its businesses.
“In this context, the price is aligned with Rovensa’s perceived opportunities for Oro Agri and is attractive to Omnia in that it exceeds Omnia’s internal valuation of Oro Agri,” according to Omnia’s announcement.
Rovensa is described as a leading provider of speciality crop nutrition, biocontrol and crop protection products.
Based in Portugal, it sells its products in more than 70 countries and reported a turnover of more than €360 million (R7 billion) in its last financial year.
Rovensa will pay a total of $152 million (R2.5 billion) for Oro Agri, comprising $146.9 million for the businesses and the balance for debts owing by Oro Agri.
Gobalsamy says the board’s deliberations concluded that Oro Agri’s risk profile, the attractive price offered by Rovensa and the opportunity to derisk Omni’s capital structure outweighed the long term potential of the businesses, which would also have required significant investment.
Unlocking value
“Oro Agri contributed less than 15% of Omnia’s earnings before interest, tax, depreciation and amortisation – excluding impairments – in financial 2020 and was budgeted to remain at similar levels in the 2021 financial year,” says Gobalsamy.
“In contrast, the enterprise value placed on Oro Agri by the purchaser represents approximately 40% of Omnia’s enterprise value, implying unlocking of value for shareholders.”
In addition, Omnia notes that Oro Agri proved to have been a profitable investment.
Omnia acquired the group in 2018 for $100 million, securing a decent return of 52% in just more than two years.
Nice cash reserve
The sale will leave Omnia with a nice cash reserve, with management indicating that shareholders might look forward to a special dividend when the group announces its results the financial year to March 2021.
The announcement of the transaction states that Omnia will use the proceeds of the disposal to repay existing debt, which will reduce the group’s interest expenses as well as its weighted average cost of debt going forward.
When repaying debt, Omnia will also be able to settle some of its existing interest rate hedges, according to the announcement.
This article first appeared on Moneyweb and was republished with permission.
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