Announcement • Dec 02
SER Approves the Request of Valora to Delist the Shares On November 30, 2022, SIX Exchange Regulation (“SER”) approved the request of Valora Holding AG to delist the Valora Shares. The last trading day for the Valora Shares and the date of the delisting will be determined after the final judgement in the cancellation proceedings according to article 137 of the Swiss Financial Market Infrastructure Act with regard to the remaining publicly held Valora Shares is available. The cancellation proceedings were initiated by the Offeror on 1 November 2022. Also on November 30, 2022, SER granted Valora several temporary exemptions from the obligations for maintaining its listing. The content and duration of the exemptions granted are contained in the following part of the decision by SER which has been reproduced verbatim. The exemptions come into force as of the release of this ad hoc announcement. Announcement • Nov 02
FEMSA Initiated Proceedings to Have the Remaining Free Float of Valora Shares Cancelled With the completion of the public tender offer by its wholly-owned subsidiary Impulsora de Marcas e Intangibles, S.A. de C.V., on October 7, 2022 Fomento Económico Mexicano, S.A.B. de C.V. ("FEMSA") reached a holding of 97.77% of the share capital of Valora Holding AG ("Valora"; SIX: VALN). Through its wholly-owned subsidiary, FEMSA has since exceeded the threshold of 98% of the share capital and votes. As a result, on 1 November 2022 FEMSA, via its wholly-owned subsidiary, initiated proceedings before the competent court to have the remaining free float of Valora share cancelled. Upon completion of this process the remaining Valora shareholders will receive a cash settlement equivalent to the tender price of CHF 260.00 per share. Cancellation proceedings generally take five to six months. As FEMSA announced in the Offer Prospectus of July 26, 2022, Valora will now apply to SIX Swiss Exchange AG to have Valora shares delisted with effect from the date on which the cancellation ruling takes effect and to be released from certain information and publicity regulations set out in the Listing Rules for the period up to the date of the delisting. Announcement • Oct 06
Valora Holding AG(SWX:VALN) dropped from S&P Global BMI Index Valora Holding AG(SWX:VALN) dropped from S&P Global BMI Index Announcement • Oct 02
Impulsora de Marcas e Intangibles S.A. de C.V. completed the acquisition of Valora Holding AG (SWX:VALN) from T. Rowe Price Associates, Inc., Dimensional Fund Advisors LP, Sand Grove Capital Management LLP and others. Impulsora de Marcas e Intangibles S.A. de C.V. signed a binding agreement to acquire Valora Holding AG (SWX:VALN) from T. Rowe Price Associates, Inc., Dimensional Fund Advisors LP, Sand Grove Capital Management LLP and others for CHF 1.1 billion on July 4, 2022. Under terms of agreement, FEMSA will launch a public tender cash offer to acquire all of Valora’s publicly held registered shares for CHF 260.00 net per share in cash. The transaction is to be fully funded with FEMSA’s available cash on hand. FEMSA would assume Valora’s net debt of CHF 222 million. The transaction agreement sets forth the intention that, once the settlement of the offer has been completed, Valora will accelerate the development of European markets as the European retail affiliate within FEMSA’s Proximity Division. The registered office and headquarters of Valora will remain in Muttenz, Switzerland. The company will continue to operate under its current name and with concepts, formats and brands that are well established in accordance with the current management’s expansion and operating plans. FEMSA intends to have Valora apply with SIX Exchange Regulation for the delisting of the Valora shares in accordance with the Listing Rules. After the transaction, Valora will operate as the European retail affiliate within FEMSA’s Proximity Division. The new scale and opportunities offered by the transaction with FEMSA, as well as FEMSA’s willingness to continue implementing our successful growth strategy under existing management and employees, convinced Valora’s Group Executive Management to support FEMSA’s offer to become an integral part of the FEMSA Group. Valora’s Executive Management and leadership team will continue to drive the business and accelerate the European expansion. This represents an implied EV3 /2021 post-IFRS16 EBITDA4 multiple of 9.4x. FEMSA intends to initiate a squeeze-out procedure and delist the Valora shares from trading on SIX Swiss Exchange.
The Valora Board of Directors has carefully reviewed the offer and, based on the reasons set out above and the fairness opinion of IFBC, unanimously recommends that shareholders accept the offer by FEMSA. Ernst Peter Ditsch, Valora’s largest individual shareholder owning a stake of approximately 17% supports the offer and is undertaking to tender all of his shares as part of this offer. The tender offer is subject to customary terms and regulatory approval including few conditions such as acceptance by 66.67% of all publicly held Valora shares (including the 16.91% shares already subject to an agreement to tender) for this type of transaction, whereby no competition objections are expected due to FEMSA’s lack of activities in the European market to date. Upon completion of the Offer and in accordance with the FEMSA, acquirer intends to initiate squeeze-out procedures and to delist the Valora shares from SIX Swiss Exchange. The tender offer prospectus is expected to be published on or about July 20, 2022. Planned offer period from August 5, 2022 to September 2, 2022. The main offer period is expected to commence on August 11, 2022, following the completion of a cooling-off period of ten trading days required under Swiss takeover law, and is scheduled to expire on September 9, 2022. Transaction is expected to be settled end of September or beginning of October 2022. As of September 12, 2022, the offer is expected to last until September 29, 2022.
Credit Suisse is acting as exclusive financial advisor to FEMSA as well as offer manager for the public tender offer. The exclusive financial advisor to Valora is J.P. Morgan. IBFC acted as fairness opinion provider and Morrow Sodali acted as Information agent to Valora in transaction. Niederer Kraft Frey acted as Swiss counsel to FEMSA in the transaction advising on all Swiss legal aspects of the transaction. Globalscope Partners Limited acted as fairness opinion provider to Valora Holding AG in this transaction.
Impulsora de Marcas e Intangibles S.A. de C.V. completed the acquisition of Valora Holding AG (SWX:VALN) from T. Rowe Price Associates, Inc., Dimensional Fund Advisors LP, Sand Grove Capital Management LLP and others on September 30, 2022. Announcement • Jul 20
Valora Holding Ag Provides Earnings Guidance for 2022 Valora Holding AG provided earnings guidance for 2022. For the year the company estimated external sales (including the recent strategic initiatives) for full-year 2022 to be on a par with pre-COVID-19 levels and reconfirms its EBIT guidance of CHF 70 million +/- ~10% for the full year 2022 (excluding costs related to M&A and strategic projects). Price Target Changed • Jul 06
Price target increased to CHF234 Up from CHF198, the current price target is an average from 3 analysts. New target price is 9.7% below last closing price of CHF259. The company is forecast to post earnings per share of CHF9.18 for next year compared to CHF1.88 last year. Major Estimate Revision • Jun 04
Consensus forecasts updated The consensus outlook for 2022 has been updated. 2022 EPS estimate increased from CHF7.78 to CHF9.65. Revenue forecast unchanged at CHF1.89b. Net income forecast to grow 337% next year vs 8.7% growth forecast for Specialty Retail industry in Switzerland. Consensus price target of CHF194 unchanged from last update. Share price was steady at CHF166 over the past week. Board Change • Apr 27
Less than half of directors are independent Following the recent departure of a director, there is only 1 independent director on the board. The company's board is composed of: 1 independent director. 5 non-independent directors. Independent Director Michael Kliger was the last independent director to join the board, commencing their role in 2017. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Upcoming Dividend • Apr 05
Upcoming dividend of CHF3.00 per share Eligible shareholders must have bought the stock before 12 April 2022. Payment date: 14 April 2022. The company is paying out more than 100% of its profits and is cash flow negative. Trailing yield: 1.7%. Lower than top quartile of Swiss dividend payers (3.6%). Lower than average of industry peers (4.1%). Announcement • Mar 06
Valora Holding AG to Report First Half, 2022 Results on Jul 20, 2022 Valora Holding AG announced that they will report first half, 2022 results on Jul 20, 2022 Reported Earnings • Feb 25
Full year 2021 earnings: EPS and revenues exceed analyst expectations Full year 2021 results: EPS: CHF1.88 (up from CHF1.55 loss in FY 2020). Revenue: CHF1.75b (up 3.1% from FY 2020). Net income: CHF8.26m (up CHF14.5m from FY 2020). Profit margin: 0.5% (up from net loss in FY 2020). Revenue exceeded analyst estimates by 1.2%. Earnings per share (EPS) also surpassed analyst estimates by 56%. Over the next year, revenue is forecast to grow 7.5%, compared to a 16% growth forecast for the retail industry in Switzerland. Over the last 3 years on average, the company's share price growth rate has exceeded its earnings growth rate by 68 percentage points per year, which is a significant difference in performance. Announcement • Feb 15
Valora Holding AG to Report Fiscal Year 2021 Results on Feb 23, 2022 Valora Holding AG announced that they will report fiscal year 2021 results on Feb 23, 2022 Price Target Changed • Dec 23
Price target decreased to CHF195 Down from CHF213, the current price target is an average from 4 analysts. New target price is 27% above last closing price of CHF154. Stock is down 5.4% over the past year. The company is forecast to post earnings per share of CHF1.06 next year compared to a net loss per share of CHF1.55 last year. Announcement • Sep 15
Valora Holding AG (SWX : VALN) agreed to acquire Backfactory Gmbh from Harry Brot GmbH. Valora Holding AG (SWX : VALN) agreed to acquire Backfactory Gmbh from Harry Brot GmbH on September 14, 2021. The transaction is being financed with existing funds. The transaction is subject to the approval of the Bundeskartellamt. The takeover is expected to take place on November 1, 2021. Reported Earnings • Jul 23
First half 2021 earnings released: CHF0.87 loss per share (vs CHF2.12 loss in 1H 2020) The company reported a decent first half result with reduced losses and improved control over expenses, although revenues were flat. First half 2021 results: Revenue: CHF814.1m (flat on 1H 2020). Net loss: CHF3.80m (loss narrowed 55% from 1H 2020). Over the last 3 years on average, earnings per share has fallen by 55% per year but the company’s share price has only fallen by 15% per year, which means it has not declined as severely as earnings. Price Target Changed • Jul 20
Price target decreased to CHF210 Down from CHF228, the current price target is an average from 4 analysts. New target price is 19% above last closing price of CHF176. Stock is up 0.6% over the past year. Executive Departure • Apr 01
Director has left the company On the 31st of March, Suzanne Thoma's tenure as Director ended after less than a year in the role. As of December 2020, Suzanne personally held only 168.00 shares (CHF29k worth at the time). Suzanne is the only executive to leave the company over the last 12 months. Analyst Estimate Surprise Post Earnings • Feb 28
Revenue and earnings miss expectations Revenue missed analyst estimates by 1.2%. Earnings per share (EPS) also missed analyst estimates by 31%. Over the next year, revenue is forecast to grow 5.2%, compared to a 7.9% growth forecast for the Specialty Retail industry in Switzerland. Reported Earnings • Feb 28
Full year 2020 earnings released: CHF1.55 loss per share (vs CHF18.68 profit in FY 2019) The company reported a poor full year result with weaker earnings, revenues and control over costs. Full year 2020 results: Revenue: CHF1.70b (down 16% from FY 2019). Net loss: CHF6.20m (down 108% from profit in FY 2019). Over the last 3 years on average, earnings per share has fallen by 27% per year but the company’s share price has only fallen by 14% per year, which means it has not declined as severely as earnings. Price Target Changed • Feb 28
Price target raised to CHF195 Up from CHF173, the current price target is an average from 5 analysts. The new target price is 6.0% below the current share price of CHF208. As of last close, the stock is down 13% over the past year. Major Estimate Revision • Feb 26
Analysts update estimates The 2021 consensus earning per share (EPS) estimate was lowered from CHF4.14 to CHF3.55. Revenue estimate was approximately flat at CHF1.80b. Net income is expected to shrink by 91% next year compared to 27% growth forecast for the Specialty Retail industry in Switzerland . The consensus price target increased from CHF173 to CHF180. Share price is up 13% to CHF208 over the past week. Is New 90 Day High Low • Feb 22
New 90-day high: CHF188 The company is up 6.0% from its price of CHF178 on 24 November 2020. The Swiss market is up 4.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Specialty Retail industry, which is up 1.0% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is CHF63.93 per share. Major Estimate Revision • Jan 07
Analysts update estimates The company's losses in 2020 are expected to improve with analysts raising their consensus EPS forecasts from -CHF2.51 to -CHF2.26. Revenue estimate was approximately flat at CHF1.72b. The Specialty Retail industry in Switzerland is expected to see an average net income growth of 35% next year. The consensus price target was lowered from CHF173 to CHF168. Share price is down by 2.9% to CHF169 over the past week. Major Estimate Revision • Dec 12
Analysts update estimates The company's losses in 2020 are expected to worsen with analysts lowering their consensus EPS forecasts from -CHF2.05 to -CHF2.51. Revenue estimate was approximately flat at CHF1.72b. The Specialty Retail industry in Switzerland is expected to see an average net income growth of 31% next year. The consensus price target was lowered from CHF184 to CHF173. Share price is down by 5.4% to CHF167 over the past week. Price Target Changed • Dec 11
Price target lowered to CHF173 Down from CHF193, the current price target is an average from 5 analysts. The new target price is close to the current share price of CHF167. As of last close, the stock is down 38% over the past year. Is New 90 Day High Low • Nov 28
New 90-day high: CHF185 The company is up 9.0% from its price of CHF170 on 28 August 2020. The Swiss market is up 3.0% over the last 90 days, indicating the company outperformed over that time. However, it underperformed the Specialty Retail industry, which is up 16% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is CHF183 per share. Valuation Update With 7 Day Price Move • Nov 12
Market bids up stock over the past week After last week's 15% share price gain to CHF158, the stock is trading at a trailing P/E ratio of 20.6x, up from the previous P/E ratio of 17.9x. This compares to an average P/E of 19x in the Specialty Retail industry in Europe. Total return to shareholders over the past three years is a loss of 44%. Is New 90 Day High Low • Oct 31
New 90-day low: CHF131 The company is down 13% from its price of CHF150 on 31 July 2020. The Swiss market is down 3.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Specialty Retail industry, which is up 3.0% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is CHF200 per share. Is New 90 Day High Low • Oct 16
New 90-day low: CHF149 The company is down 16% from its price of CHF177 on 17 July 2020. The Swiss market is down 1.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Specialty Retail industry, which is up 8.0% over the same period. According to the Simply Wall St valuation model, the estimated intrinsic value of the company is CHF200 per share.