Center-Tainment chairman confirms Euro Disney bid plan
11.30.2006, 06:43 AM
PARIS (AFX) – Ulf Werner, chairman of Swiss leisure group Center-Tainment AG, confirmed that his company plans to launch a takeover bid for loss-making theme park operator Euro Disney SCA ‘in coming days’.

He will notify Paris bourse regulator AMF today of his intentions, Werner said at a news conference here.

The proposal will be an all-share offer for Euro Disney’s free floating stock, aimed at giving Center-Tainment a 50.01 pct stake, Werner said.

The ratio will be Center-Tainment shares worth 11 euro cents for every Euro Disney share, the company said.

At 12.10 m, Euro Disney shares were steady at 0.09 eur, giving the owner of the Disneyland Paris resort a market value of 350.8 mln eur.

Euro Disney is 39.8 pct owned by The Walt Disney Co, and Prince Alwaleed bin Talal of Saudi Arabia has a 10 pct stake.

Centre-Tainment, which is based in Zug, Switzerland and is listed in Frankfurt was formed ‘with the sole aim of creating a company able to initiate a share swap offer for Euro Disney’s floating capital,’ it said in a statement yesterday.

The company said it is led by ‘very experienced managers’ who are ‘influential in the leisure industry’.

Last night Euro Disney said it had not been able to obtain any details of the supposedly forthcoming takeover bid, despite requests to the company following press reports about the intended offer.

A report from MarketWatch gives details about what a takeover plan could actually mean for the company:

Center-Tainment AG to make bid for EuroDisney – report
11:58 AM ET Nov 29, 2006
PARIS (MarketWatch) — […] A press release purporting to come from Center-Tainment, and received by Dow Jones Newswires, said the company was created with the sole purpose of launching a takeover bid for EuroDisney.

The release, inviting journalists to Thursday’s press conference, said Center-Tainment is being advised by “very experienced and influential managers of the leisure industry,” but didn’t elaborate.

No-one was answering the German phone number given in the invitation, and only an e-mail return of address was given.

The release said that Center-Tainment “expects very hard resistance” from

EuroDisney’s management and from its main shareholder; the company pledged to put its own management team in charge of EuroDisney if the bid is successful.

The release also said Center-Tainment is engaged in negotiations with other potential, though smaller targets in the European leisure business.

To be successful, a takeover bid for EuroDisney would have to be approved by U.S. Walt Disney Co. because of EuroDisney’s legal status as a partnership by shares.

And here is the Euro Disney SCA statement in full, which was also forwarded to all members of the Shareholders Club early this morning:

Euro Disney SCA Statement

(Marne-la-Vallée, le 29 novembre 2006) Euro Disney S.C.A.’s Management is aware that a company recently listed on the Frankfurt Stock Exchange and based in Zug, Switzerland, has scheduled a press conference for tomorrow to announce its intention to launch an ‘unfriendly takeover offer for Euro Disney’. Despite our attempts to obtain information from them, we have been unable to secure material information on this company.

The Management of Euro Disney remains focused on its daily operations as well as its long-term growth strategy and is committed to building on the progress achieved this past year.

And finally, from Reuters, confirmation that the stock market regulators also know nothing about the bid:

Regulators have no news of a Euro Disney bid
Thu Nov 30, 2006 6:03am ET
PARIS, Nov 30 (Reuters) – Stock market regulators were unable to shed light on Thursday on plans by a little-known Swiss-registered company to bid for theme park operator Euro Disney.

Frankfurt-listed Center-Tainment assembled journalists in Paris on Thursday to announce what it said in a media invitation would be “an unfriendly takeover offer for Euro Disney,” which expressed bemusement over its surprise suitor.

Center-Tainment said in its notice that its share bid for 50.01 percent of the stock would value Euro Disney at 11 euro cents a share, about one third above its current trading level.

The undated note, issued ahead of a news conference, did not say how the bid value was calculated.

An official at French regulator AMF, who declined to be quoted by name, said the regulator had not been contacted by Center-Tainment.

German stock market regulator BaFin said it had no background knowledge about Center-Tainment, although it said a bid by a Swiss company for a French company would not fall under its jurisdiction.

Euro Disney said late on Wednesday it had been unable to find out anything about the purported bid. “Despite our attempts to obtain information from them, we have been unable to secure material information on this company,” Euro Disney said.

Euro Disney shares traded one cent lower at eight euro cents ahead of the news conference on Thursday. Center-Tainment shares were also lower, although in very light volume.

Shares in both companies have risen sharply since Center-Tainment listed in Germany in September. Center-Tainment has a market capitalisation of 140 million euros compared with Euro Disney’s 312 million euros. Euro Disney’s net debt stands at 1.6 billion euros.

Center-Tainment appeared for the first time in the Swiss business registry on May 19, 2006, when it changed its name from Orca and changed its purpose to that of a broad-purpose financial-services and real estate holding company.

The company said on Wednesday it was a holding company for activities in the leisure industry like indoor playgrounds, indoor soccer and leisure parks.

The press conference by Center-Tainment was scheduled to begin at 11am Paris time today. You can find their very basic website here.