There was a rumor floating around two weeks ago that Weber had received a buyout offer from their largest shareholder. That rumor has proved to be true as BDT Capital Partners has delivered a letter to Weber’s board offering to buy the remaining shares they don’t own for $6.25 a share in cash.
The $6.25 per share price represents a 24% premium on the share price of Weber at market close on October 24th, 2022.
BDT Capital estimated on July 31st, 2022 that there were approximately 27.5 million Class A shares not owned by them. That would mean a cash price of about $171.9 million to buy the rest of the shares, and an implied total value of Weber at around $1.55 billion.
Our Proposal offers immediate liquidity to the Company’s public stockholders, while eliminating the risks to the public stockholders in the current market and operating environment that the Company’s current leverage position is unsustainable and that the Company may be unable to effect a recapitalization. Our Proposal represents a 24% premium to the closing price of the Company’s shares of Class A common stock on October 24, 2022BDT Capital Partners
The statement about leverage is telling and ominous for Weber because they were also rumored to be working out debt financing with BDT Capital. In negotiating the debt financing BDT Capital no doubt thoroughly reviewed Weber’s financial position. Seemingly confirming that debt financing was on the table, BDT Capital went on to say the following in their letter.
This Proposal is not conditioned on the acceptance of any other proposal made by us or any of our affiliates regarding the provision of debt financing to the Company, nor will any such financing proposal be conditioned on the acceptance of this Proposal.
It’s BDT Capital’s expectation that Weber will form a special committee to review their proposal and make a recommendation. They also explicitly state they have no interest in selling their position in Weber or participating in a change of control.
In other words, Weber is in a tough spot because their leverage may be unsustainable and they can only sell their company to BDT Capital.