Exclusive announces details of go-private offer from existing shareholder

The VAD will now seek a credit refinancing agreement and regulatory approval

Cybersecurity distributor, Exclusive Networks, has received a binding purchase offer from Clayton Dubilier & Rice.

The offer, in partnership with majority shareholder Everest UK HoldCo Limited (controlled by Permira), and supported by founder Olivier Breittmayer, aims to acquire a majority stake in the company.

The offer price is €18.96 per share, with an exceptional distribution of €5.29 per share, totalling €24.25 per share.

Following this, the consortium will launch a simplified mandatory tender offer for the remaining shares at the same price, possibly leading to a squeeze-out if conditions are met.

This buyout is still subject to regulatory approval.

If the acquisition is approved, but before it is completed, Exclusive will refinance its debt and propose the distribution of €5.29 per share.

An ad hoc committee of independent directors recommended the appointment of Finexsi as an independent expert.

In early July, Exclusive confirmed rumours of the deal, which were first reported by Reuters in March.

H1 results suggest business uplift

The news comes on the heels of Exclusive's H1 results, which saw gross sales and net margin climb.

The company reported double-digit growth, with gross sales reaching €2,6bn, a 10 per cent increase. Net margin grew to €235m, and adjusted EBIT was €88m, nearing 38 per cent of the net margin.

Exclusive ended H1 2024 with €330m in gross cash.

"I am pleased to announce that we had a strong first half of the year, amidst continued soft market conditions. Our momentum reflects the dedication and resilience of our teams around the world, whom I thank, and who remain laser-focused on driving growth for the ecosystem," CEO Jesper Trolle (pictured) commented on the financial results.

"During Q2, we saw our APAC business return to growth, and we are confident in the renewed growth momentum in this important region. Our reputation as a trusted partner is valued by vendors and customers alike, with retention rates consistently above 100 per cent."

Exclusive's own acquisition of NEXTGEN Group in ANZ and APAC boosted gross sales growth to 11 per cent.

This was the second acquisition in less than six months for the distie, which also bought cyber service provider Consigas in December.