Tag Archives: TNT

FedEx Corporation to acquire TNT Express for $4.8 billion

FedEx Corporation (FedEx Express) (Memphis) has announced its intention to acquire its European rival TNT Express (TNT Airways) (Amsterdam) in an all-cash public offer with a stated public value of $4.8 billion. FedEx is offering a 33 percent premium in its price offering for the stock of TNT. The combined European headquarters will be Amsterdam. TNT’s Liege cargo hub will be maintained.

The two companies issued this joint statement:

FedEx Corporation logo

TNT Express logo

 

Transaction highlights:

FedEx Corporation (FedEx) and TNT Express N.V. (TNT Express) reached conditional agreement on recommended all-cash public offer of €8.00 per ordinary TNT Express share.

The Offer Price represents a premium of 33% over the closing price of 2 April 2015 and a premium of 42% over the average volume weighted price per TNT Express share of €5.63 over the last 3 calendar months.

The transaction represents an implied equity value for TNT Express of €4.4 billion ($4.8 billion).

Transaction unanimously recommended and supported by TNT Express’ Executive Board and Supervisory Board.

High level of deal certainty.

PostNL N.V. has irrevocably confirmed to support the Offer and tender its 14.7% TNT Express shareholding.

Combination will transform FedEx’s European capabilities and accelerate global growth.

Customers will enjoy access to an enhanced, integrated global network, combining TNT Express strong European capabilities and FedEx’s strength in other regions globally, including North America and Asia.

FedEx and TNT Express employees share a commitment to serving customers and delivering value for shareholders and supporting the communities they live and work in.

The parties have agreed to certain non-financial covenants including:

Existing employment terms of TNT Express will be respected.

The European regional headquarters of the combined companies will be in Amsterdam/Hoofddorp.

TNT Express hub in Liege will be maintained as a significant operation for the group going forward.

TNT Express’ airline operations will be divested, in compliance with applicable airline ownership regulations.

FedEx and TNT Express anticipate that the Offer will close in the first half of calendar year 2016.

FedEx and TNT Express are confident that anti-trust concerns, if any, can be addressed adequately in a timely fashion.

Top Copyright Photo: Paul Bannwarth/AirlinersGallery.com. FedEx Express Boeing 757-204 (F) N923FD (msn 26266) departs from EuroAirport serving Basel/Mulhouse/Freiburg.

FedEx Express aircraft slide show: AG Airline Slide Show

TNT aircraft slide show: AG Airline Slide Show

Bottom Copyright Photo: Bernhard Ross/AirlinersGallery.com. TNT Airways Boeing 737-4M0 (F) OE-IAT (msn 29210) taxies to the runway at Frankfurt.

TNT Express conditionally sells TNT Airways and Pan Air Lines Aereas to the ASL Aviation Group

TNT Express N.V. (Hoofddorp) has announced the conditional sale of 100% of the equity interest in its subsidiary TNT Airways SA (TAY) (Liege) and Pan Air Lineas Aereas SA (PNR) (Madrid) to ASL Aviation Group Limited (Dublin). The transfer is conditional on and will become effective immediately prior to completion of the proposed UPS-TNT Express merger.

This change of ownership and control will ensure service continuity of the TNT Express operations after the completion of the proposed merger, in compliance with EU airline ownership and control rules [1].

ASL Aviation Group is an established European group of aviation companies, which currently includes three airlines (including Air Contractors), two support services companies and various leasing entities. ASL Aviation Group holds a European air operator license and operates and owns a fleet of about 90 aircraft in use for freight and passenger services. ASL Aviation Group employs close to 1,200 personnel and generated revenues of around €410 million in 2011. ASL Aviation Group is owned by Compagnie Maritime Belge N.V. (51%) and 3P Air Freighters Ltd (49%).

ASL Aviation Group will take over all flights performed by TNT Express’ airlines. ASL Aviation Group has entered into a service contract that will maintain service continuity. ASL Aviation Group will become a key third-party provider of the combined UPS-TNT Express group and will be invited to bid for all of the combined group’s outsourced air business in Europe when this becomes open to tender. Alongside its commercial agreement with UPS-TNT Express, ASL Aviation Group expects to develop further its third-party airline and maintenance businesses.

Almost all employees of the airlines will stay with the airlines except for a small number of employees who will transfer to the TNT Express’ Liège hub due to the nature of their work. As part of the transaction, ASL Aviation Group has committed to comply with applicable laws and regulations to respect all individual employee rights, covenants and benefits as exist under current ownership.

TNT Express does not expect the airlines ownership transfer to impact activities at TNT Express’ hub in Liège for at least one year following completion of the proposed UPS-TNT Express merger. Further, ASL Aviation Group intends to maintain the TNT Airways headquarters in Liège. UPS recognizes the significant value of TNT Express’ operations, assets and people in Liège and will develop longer-term plans for the hub, with involvement of employees’ representatives, the Walloon Region and Liège Airport.

Copyright Photo: Pedro Baptista/Flyingphotos. Boeing 737-45D OO-TNP (msn 27256) of TNT Airways completes its final approach into Lisbon.

TNT Airways: