EssilorLuxottica to Acquire HAL’s Controlling Interest in GrandVision

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CHARENTON-LE-PONT, France—EssilorLuxottica (Reuters: ESLX.PA) announced today that it will significantly expand its retail footprint through an agreement with Hal Optical Investments B.V., a wholly-owned subsidiary of HAL Holding N.V. to acquire HAL’s controlling interest in GrandVision, a global optical retail powerhouse with over 7,200 stores worldwide, over 37,000 employees and €3.7 billion in annual revenue. Financial analysts valued the deal at €7.1billion, and see it as a sign that tensions between Essilor and Luxottica are easing following months of bickering between the French and Italian partners over the company’s governance.

The agreement, which both EssilorLuxottica and HAL said earlier this month that they intended to pursue calls for EssilorLuxottica to acquire HAL’s 76.72 percent ownership interest in GrandVision. Under the Block Trade Agreement, EssilorLuxottica will buy HAL’s shares for a price of €28 per share, to be increased by 1.5 percent to €28.42 if closing of the transaction does not occur within 12 months from the announcement date. GrandVision supports the transaction under the terms of a support agreement with EssilorLuxottica.

GrandVision’s current management team, headed by CEO Stephan Borchert, will remain in place.

Leonardo Del Vecchio, executive chairman of EssilorLuxottica commented: "Following the creation of EssilorLuxottica, which I strongly pursued, the acquisition of GrandVision represents the realization of a vision that has guided my actions and the growth of Luxottica over all these years. With GrandVision we will be able to develop our retail network, finally extended throughout the geographies, and fully enable our multichannel and digital platforms. We will raise the quality of in-store experience for products, brands and services for the benefit of all consumers and our wholesale customers.”

Hubert Sagnieres, executive vice chairman of EssilorLuxottica stated: “This acquisition is another step toward our ambition to eradicate poor vision in the world before 2050. Following the combination with Luxottica, it's a milestone in our vision of reshaping the optical industry with the aim to provide all consumers of the world a better optical experience with higher quality eyewear. We look forward to welcoming the 37,000 employees of GrandVision to the growing EssilorLuxottica family. Together, we will have an even stronger voice to champion better vision everywhere in the world.”

Stephan Borchert remarked: “The future integration of GrandVision with EssilorLuxottica brings new opportunities to GrandVision’s business, its well-established retail banners, stores, employees and all our stakeholders. Furthermore, it will create a truly global eyecare and eyewear company that is ideally positioned to capture changing consumer needs and behaviors, and provide its customers with a high quality, optical omni-channel customer experience.

"This transaction is expected to provide value to GrandVision’s shareholders, while allowing for the acceleration of GrandVision’s growth strategy through the expansion of our store network and online platforms. EssilorLuxottica’s interest in joining forces with GrandVision is a clear recognition of GrandVision’s successful strategy, our state-of-the-art retail platform and our people. We look forward to joining forces with EssilorLuxottica in what will be an exciting new chapter ahead.”

Kees van der Graaf, chairman of the supervisory board of GrandVision said: “The proposed combination of GrandVision and EssilorLuxottica provides an excellent opportunity to further strengthen the growth prospects of GrandVision. The management board and supervisory board of GrandVision decided to fully support the transaction as we believe it will contribute to the long-term sustainable success of the business and is in the best interests of GrandVision's stakeholders.”

Closing of the Transaction between EssilorLuxottica and HAL is subject to various conditions, including obtaining antitrust clearance. The Transaction is expected to close in 12 to 24 months. After the Transaction has been successfully concluded, EssilorLuxottica will launch a mandatory cash public offer for all outstanding shares in the company, in accordance with the applicable Dutch public offer rules.