The sale and purchase agreement has been signed by Alstom and Bombardier Inc., and Caisse de dépôt et placement du Québec (CDPQ) for the acquisition of Bombardier Transportation.
“The acquisition of Bombardier Transportation represents a transformational change for Alstom. It will enable the group to accelerate on its strategic roadmap and strengthen its leadership in the context of a dynamic market, at a time where sustainable transportation is at the heart of the global agenda,” said Henri Poupart-Lafarge, chairman and CEO of Alstom. “Bombardier Transportation will bring to Alstom complementary geographical presence to broaden Alstom’s commercial reach in key growing markets, strong product complementarities in rolling stock, strategic scale in services and signaling, industrial capacity in key countries, a leading portfolio offering and additional R&D capabilities to invest in green and smart innovation. Alstom will also welcome new talent and expertise, with the arrival of Bombardier Transportation employees.”
Terms of the agreement have been adapted to the current situation. A €300 million (US$353.149 million) reduction in the price range has been agreed to by Bombardier Inc. and CDPQ. Excluding any further downward adjustments linked to the net cash protection mechanism, the price range for the acquisition of 100 percent of Bombardier Transportation shares will be €5.5 billion (US$6.474 billion) to €5.9 billion (US$6.945 billion).
Alstom says it considers that the proceeds are likely to total up to €5.3 billion (US$6.279 billion), based on estimated potential post-closing adjustment and obligations linked to the net cash protection mechanism, compared to the €5.8 billion (US$6.897 billion) to €6.2 billion (US$7.363 billion) range communicated on Feb. 17,2020.
The financing structure remains the same as communicated previously. The size and terms of the rights issue and the reserved capital increases of CDPQ and Bombardier Inc., as announced last February pursuant to the new terms of the acquisition, CDPQ will become the largest shareholder of Alstom with approximately 18 percent of the share of capital and voting rights.
Alstom says it is convinced of the strong strategic rationale for the acquisition and is confident in its ability to recover Bombardier Transportation’s commercial, operational and profitability potential. Alstom says it confirms its objectives to deliver €400 million (US$470.916 million) run rate cost synergies in year four to five and to restore Bombardier Transportation margin towards standard level in the medium term. The transaction is expected to be double digit EPS accretive in year two post-closing and to preserve Alstom’s strong credit profile with a Baa2 rating.
Alstom says its Board of Directors approved these new terms and is confident in Alstom’s capacity to deliver strong value creation for all stakeholders through this acquisition.
Following positive progress on antitrust regulation process, the closing of the transaction is now expected for Q1 2021 subject to regulatory approvals and customary closing conditions, with an extraordinary shareholders’ meeting to be held on Oct. 29, 2020.
