REUTERS

Rolls of paper are seen at the Favini paper plant in Rossano Veneto, near Vicenza northern Italy January 22, 2010. REUTERS/Alessandro Garofalo (ITALY - Tags: ENVIRONMENT)

London and JSE-listed international pulp and paper group Mondi (MND, MNP) has made an all cash public tender offer of PLN69.00 (EUR16.48) per share for 17 million shares representing 34% of the share capital of Mondi Swiecie S.A. that it does not already own.

The offer represents a premium of 15.6% over the last three months average price of PLN59.71 (EUR14.26) and a premium of 4.1% over the last six months average price of PLN66.26 (EUR15.82).

Listed on the Warsaw Stock Exchange, Mondi Swiecie is a leading integrated manufacturer of virgin and recycled containerboard in Central Eastern Europe (CEE). In 2011 it produced 1,333 thousand tonnes of containerboard at its operations in Swiecie, Poland. Mondi Swiecie presently employs approximately 1,020 people under its Managing Director Maciej Kunda.

This acquisition would bring into full ownership an asset of the Mondi Group, further streamlining its corporate structure.

Mondi Swiecie on Wednesday announced its results for the year ended 31 December 2011. The company generated EBITDA of PLN610m (EUR148m), operating profit of PLN457m (EUR111m) and net earnings of PLN396m (EUR96m). As of 31 December 2011 it had net cash of PLN70m (EUR16m), gross assets of PLN2,729m (EUR612m) and shareholders' equity of PLN1,830m (EUR410m).

Under the offer, the implied equity value of the whole of Mondi Swiecie is PLN3.5bn (EUR824m) and represents an EV/EBITDA multiple of approximately 5.5x and a P/E multiple of approximately 8.7x for 2011.

The offer is expected to be concluded in mid April 2012. Full acceptance of the offer would result in an aggregate cash consideration payable by the Mondi Group on closing of PLN1.2bn (EUR280m). The offer is conditional on Mondi Group achieving minimum acceptances of 14% of Mondi Swiecie shares (to bring the Mondi Group's total interest in the company to not less than 80%).

After completion of the offer, Mondi intends to delist Mondi Swiecie from the Warsaw Stock Exchange. The offer will be funded by Mondi Group's existing cash resources and from existing committed bank facilities available to it. - I-Net Bridge