CVC backs $1.1b Nirvana Asia take-private

According to a regulatory filing, CVC is providing two options - either in cash or in a combination of cash and share swap scheme - for existing shareholders to realize their investments. For the cash arrangement, the PE firm is offering shareholders HK$3 (US 0.39) per share - the same price when Nirvana listed on the Hong Kong Stock Exchange in 2014 - in cash, which represents a 22.4% premium over Nirvana's last trading price on June 29, and a 37% premium to the undisturbed share price on June 24.

As part of the deal, CVC is making the offer in cash and shares of its investment vehicle to founder-led vehicle Rightitan, which owns 42.69% of the company, and PE backer Orchid Asia Group, which holds a 21.64% stake. Under this program, each Nirvana share could be exchanged for 2.10 preference shares and 0.03 ordinary shares in the CVC-held buyout vehicle, plus HK$1.37 in cash, the filing said. The founder and Orchid Asia will receive HK$1.58 billion and HK$800 million from CVC, respectively, for offloading a portion of shares.

Other investors are offered a payment purely in cash, including Transpacific Ventures, which will sell its entire 10.66% stake to CVC for HK$863 million.

The shares of Nirvana will be delisted from the Hong Kong bourse upon completion of the transaction. Nirvana's founder Tan Sri Kong, and CVC will be the two largest shareholders in the company. The founder will continue in his role as CEO and lead the existing management team, CVC said in a separate statement.

Founded in 1990, Kuala Lumpur-based Nirvana is the largest integrated funeral and bereavement care provider in Asia. It provides burial plots, niches and tomb design and construction services, as well as funeral services. The company has operations in six countries across Asia, including Singapore and Indonesia, and employs over 700 staff across the region.

Revenue came to $148.58 million last year, down from $165.06 million in 2014, while net profit was up from $44.65 million to $45.38 million during the same period.

J.P. Morgan and Clifford Chance advised CVC, while Nirvana was advised by UBS and Sullivan and Cromwell. CIMB is providing debt financing.

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• Topics
• Greater China
• Buyouts
• Consumer
• Southeast Asia
• Open market
• China
• Asia
• CVC Capital Partners
• Orchid Asia Group Management
• Secondaries