All regulatory lights are now green for EssilorLuxottica and GrandVision as Rekabet Kurumu, the Turkish regulator, gave its blessing to the transaction between both parties, through which the Franco-Italian company would purchase 76.72 percent of HAL’s interest in the Dutch-based retail group.
The Turkish regulator’s clearance was granted after EssilorLuxottica committed to a number of remedies regarding its business practices in the country. Before Turkey, the transaction had been approved unconditionally in Colombia, Mexico and the U.S., while the EU and Chile conditioned their approval to the divestment of stores.
Both groups are now in the final stretch of their negotiations with the last hurdle being the arbitration proceedings initiated by GrandVision and by HAL against EssilorLuxottica. Through these proceedings, the Dutch retail group and its major shareholder said they wanted to ensure that the Franco-Italian group complies with its obligations under the Block Trade Agreement signed with HAL, which defines the financial conditions of the transaction, and under the Support Agreement signed with GrandVision, which guarantees the retail group’s support to the transaction and the terms of its collaboration with EssilorLuxottica for this purpose.
These arbitration proceedings followed previous accusations by EssilorLuxottica that GrandVision was retaining information on the conduct of its business during the Covid-19 crisis. The Franco-Italian group had taken legal action in order to obtain the information but the Dutch Appeal Court finally ruled in favor of GrandVision in April. According to EssilorLuxottica, that court’s decision was mainly due to the disclosures already been ordered in the arbitral proceedings.
The Dutch retailer indicated yesterday that the arbitral decisions in both proceedings, which are confidential procedures, were expected in the second half of June.
As the price tag for the transaction, which valued the Dutch retail group at €7.1 billion, had been agreed before the outbreak of the pandemic, there have been speculations that EssilorLuxottica was trying to renegotiate the price down or even pull out from the transaction. However, in spite of their legal disputes, both parties have consistently communicated that they were supporting the transaction.
In an article based on inside information published a few days ago, Bloomberg News reported that EssilorLuxottica actually appointed MedioBanca and Lazard as financial advisers in the sale of the 350 European stores to be divested in Italy, the Netherlands and Belgium. According to Bloomberg’s anonymous source, these stores accounted for around €160 million in pre-Covid annual revenues.
EssilorLuxottica and GrandVision have until July 30 to finalize their transactio