3G Capital to acquire 75% stake in Hunter Douglas at €175/share

NEW YORK: Hunter Douglas and 3G Capital announced that Ralph Sonnenberg, the controlling shareholder of Hunter Douglas Group, has entered into a definitive agreement to transfer a controlling interest in the Company to 3G Capital based on a value of €175 per Ordinary Share.

Hunter Douglas is the global market leader in window coverings and a major manufacturer of architectural products, and 3G Capital is a global investment firm and private partnership.

The Sonnenberg Family will continue to hold a 25% interest in Hunter Douglas, pro forma for the new capital structure. The Board of Directors of Hunter Douglas, represented only by its Independent Directors, unanimously supports the transaction and has entered into a separate agreement with 3G Capital and Ralph Sonnenberg to facilitate and secure a cash exit for all minority shareholders based on the same price per Ordinary Share.

Completion of the transaction is subject to limited closing conditions, including approval by the general meeting of Hunter Douglas.

The transaction values the ordinary shares of Hunter Douglas at €175 implies an enterprise value of approximately $7.1 billion. The Ordinary Share Price represents a 73% premium to Hunter Douglas’ closing ordinary share price on December 30, 2021 of €101.40 and a 64% premium to Hunter Douglas’ all-time high closing ordinary share price of €106.40.

“3G Capital has deep respect for Hunter Douglas, its diverse portfolio of brands and the steadfast leadership of the Sonnenberg family over three generations. We are honored to be partnering with the Sonnenberg family and to work with Hunter Douglas’ management team on the company’s next phase of global expansion,” said Daniel Schwartz, Co-Managing Partner and Alex Behring, Co-Founder and Co-Managing Partner of 3G Capital.

“Our team at 3G Capital has deep experience building consumer branded businesses over a long-term horizon, and we look forward to investing in Hunter Douglas to continue to strengthen its brands and further its expansion. Hunter Douglas’ strong market position is the product of its specialized expertise built over the past century.

We are committed to preserving this expertise by empowering and supporting Hunter Douglas’ leadership and partnering closely with Hunter Douglas’ exceptional team of founders and entrepreneurial managers and unrivaled network of dealers and fabricators.”

“Hunter Douglas was founded by my Father over 100 years ago and has grown into a global leader due to our commitment to innovation, entrepreneurial culture, leading brands and world class management,” said Ralph Sonnenberg. “3G Capital is a well-renowned investor, operator and a strong partner for our business.”

Current Hunter Douglas Group Co-President and Co-CEO, David Sonnenberg, will transition to Executive Chairman of the Board of Directors of the Hunter Douglas Group after the closing of the transaction and will continue to be highly involved in the day-to-day business and business strategy, tapping into his 30 years of knowledge and active experience in the company.

“We look forward to partnering with 3G Capital in the next chapter of Hunter Douglas’ history. As owner-operators with a long-term investment horizon and significant experience operating global branded businesses alongside founding families, 3G Capital is a dynamic steward to continue the legacy of Hunter Douglas,” David Sonnenberg, Hunter Douglas, said.

“As a private enterprise, Hunter Douglas will have the opportunity to advance and expand our business while preserving the family-led culture and strong relationships with stakeholders which have been core to our success.”

João Castro Neves, a Senior Partner at 3G Capital, is expected to serve as Hunter Douglas Group CEO upon completion of the transaction. João Castro Neves has significant experience in consumer-facing companies growing global and local brands in both emerging and developed markets, and working closely with a network of independent wholesalers to better serve customers and consumers, including as CEO of Anheuser-Busch and North America Zone President of Anheuser-Busch InBev from January 2015 to December 2017. João Castro Neves is a Board Member of Kraft Heinz and Restaurant Brands International.

“3G Capital and Hunter Douglas share a strong belief in durable value creation through operational excellence, entrepreneurship and a culture of meritocracy,” said João Castro Neves, 3G Capital.

“I look forward to working closely with David Sonnenberg and the Hunter Douglas management team as we accelerate Hunter Douglas’ growth in partnership with our remarkable founders, managers and business partners.”

www.hunterdouglasgroup.com

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