Dufry has formed a joint venture with Alibaba Group with whom it will partner in Chinese travel retail markets and explore digital opportunities.

The parties will incorporate a joint venture (51% Alibaba and 49% Dufry). Alibaba will bring its established network in China and digital capabilities, while Dufry will contribute its existing travel retail business in China and support the joint venture with supply chain and operational skills.

As part of the collaboration, Alibaba plans an equity investment in Dufry with a target ownership of up to 9.99% in the post-offering share capital and will participate in its ordinary capital increase. This is subject to approval by Dufry’s shareholders at tomorrow’s (6 October) Extraordinary General Meeting (EGM).

Based on Alibaba Group’s commitment, Dufry will propose to issue up to 25 million shares, resulting in a potential size of around CHF 700 million/$764.1 million.

The partnership brings together Alibaba Group’s leadership in Chinese consumer retail and digital transformation with Dufry’s global travel retail expertise.

STRATEGIC JOINT VENTURE

Julian Diaz, Dufry Group CEO commented: “We highly value this partnership with Alibaba Group to form a strategic joint venture to explore growth opportunities and develop the travel retail business in China.

“We expect this collaboration to drive growth in Asia and with Chinese customers worldwide with the support of new digital technologies. Alibaba Group is a leader in digital commerce with an ecosystem of more than 800 million consumers in China.

“Dufry holds a leading position in travel retail globally and brings in its strong operational expertise in 65 countries and over 2,500 shops. By fostering existing and new business models in offline and online travel retail, we are convinced the joint venture will capitalise on growth opportunities and will support Dufry to become the leading digital travel retail company worldwide.

“We aim to better serve our customers and provide them anywhere with global products, services and personalised offers across all platforms and devices.”

As previously announced on 10 September 2020, Dufry has already secured a commitment from funds managed by Advent International Corporation or its affiliates (Advent International) to purchase shares at CHF 28.50 per share. This is up to a maximum investment amount of CHF 415 million.

With the additional commitment by Alibaba Group, Dufry will propose to the EGM the issuance of up to 25 million fully paid-in registered shares, as previously mentioned. This would result in potential gross proceeds of approximately CHF 700 million.

The envisaged proceeds are planned to be used to finance the previously announced acquisition of all remaining equity interest in Hudson Ltd. and for general corporate purposes. These may include the setup and operations of the joint venture with Alibaba Group to pursue growth opportunities in China and to accelerate Dufry’s digital transformation.

Newly issued shares will initially be made available to existing shareholders, subject to certain legal limitations based on residency.

The rights will not be tradable but are transferable. Offered shares not taken up by existing shareholders (Rump Shares) will firstly be offered to Advent International, up to its committed investment amount and then to Alibaba Group.

Alibaba Group plans to invest in Dufry at the same price per share as Advent International, up to a maximum of 9.99% of the post-offering share capital, but no more than CHF 250 million. Alibaba’s commitment is subject to an allocation of at least 8.5% of Dufry’s post-offering share capital and other customary conditions.

POSSIBLE PUBLIC OFFERING

Any Rump Shares not purchased by Advent International or Alibaba Group will be offered to the market through a public offering in Switzerland and private placements in certain jurisdictions outside Switzerland. This will be in compliance with applicable securities laws.

The partnership with Alibaba Group is in line with Dufry’s growth strategy focusing on Asian markets. It also builds on the company’s existing and long-standing footprint in China. Dufry first started operating in China in 2008. It currently manages duty-paid shops in Shanghai and Chengdu Airports and its presence extends to Hong Kong and Macau.

Dufry is also seeking to expand its digital offerings including store and staff digitalisation. This includes pre and post-travel online services, digital customer engagement, online presence inside and outside of the airport and data analytics and the digitalisation of operations.

Dufry has extended the deadline to give voting instructions to the independent proxy for the EGM to today at 6pm CEST.