On this basis, Sazerac intends to launch a voluntary public cash tender offer of €5.55 per share for all shares of Berentzen-Gruppe. The offer price is said to represent a 68 percent premium over the unaffected, volume-weighted average XETRA share price during the three months prior to 16 September.
"Together with the Supervisory Board, we as the Management Board see this as an outstanding opportunity for Berentzen-Gruppe — for the company, its employees, and its shareholders," said Oliver Schwegmann and Ralf Brühöfner, joint members of the Management Board of Berentzen-Gruppe. They added: "A high and consistent pace of growth is of the utmost importance in achieving our strategic corporate goals. In our view, innovation, sales strength, and internationalization play a particularly key role here. It is precisely in these areas that Sazerac, as a globally positioned partner with strong capital resources, can make a decisive difference. Sazerac has written an impressive success story in recent years — including through targeted strategic acquisitions."
"We greatly value Berentzen-Gruppe's long and tradition-rich history in the German market. Over the centuries, Berentzen-Gruppe has achieved remarkable successes and built a strong market presence, and it is very important to us to continue this into the future. We are confident that the planned merger will be beneficial for both sides and will put us in a position to manufacture and distribute spirits products for all of Europe and beyond with greater flexibility and speed — both for Berentzen-Gruppe and Sazerac brands as well as for private-label concepts," said Jake Wenz, CEO and President of Sazerac.
In addition to expanding Berentzen-Gruppe's existing portfolio and capabilities, Sazerac intends to continue creating opportunities for Berentzen-Gruppe's employees and brands, and not only to keep its existing sites running but to further develop them through increased investment.
"We are confident that Berentzen-Gruppe will benefit from this merger and from the addition of our own strong brands, which will in future also be produced and distributed by the German team. Sazerac can look back on a long track record of successful transactions of this kind, including The Last Drop Distillers, Hawk's Rock Distillery (formerly Lough Gill Distillery) in Ireland, Au Vodka in the UK, and many others. We pursue a long-term approach based on the continuous growth of the brands and teams we bring into our corporate family. We are convinced that we can provide Berentzen-Gruppe with additional resources to continue its growth today and in the future," Wenz continued.
"In our view, the offer is very attractive for our shareholders. We will therefore recommend that all shareholders accept the offer. The offer price of €5.55 per share corresponds to a level not reached in over two years. A takeover would give Berentzen-Gruppe an outstanding opportunity to consistently pursue its growth strategy and unlock additional value-creation potential at a pace and scale only achievable in a challenging European market with a strong strategic partner," said Schwegmann and Brühöfner.
The details and conditions of the offer will be set out in the offer document, which will be submitted to Germany's Federal Financial Supervisory Authority (BaFin) for review. Once approved by BaFin, the offer document will be published and made available at www.sazerac-offer.com.
The Management Board and Supervisory Board will issue a joint reasoned statement immediately after publication of the offer document. The offer is subject to a minimum acceptance threshold of 50 percent plus one share of all Berentzen-Gruppe shares. No regulatory approvals are said to be required.
The transaction is expected to close in the fourth quarter of 2026. Following successful completion of the tender offer, Sazerac intends to delist Berentzen-Gruppe. The Management Board intends, subject to its legal obligations, to support such a delisting.
