EP Group Bids €36 Per Share for Fnac Darty at 19% Premium

GRUPFGRUPF

EP Group controlled by Daniel Křetínský launched a draft €36 cash tender offer for Fnac Darty shares, a 19% premium over the last closing price, filing set by end Q1. 2025 results project €10.33 billion revenue (+0.7% LFL), €203 million operating income (2.0% margin) and €145 million free cash flow.

1. EP Group Launches €36 Cash Tender Offer for GRUPF Shares

EP Group, controlled by Czech billionaire Daniel Křetínský, has submitted a draft voluntary tender offer to GRUPF's board valuing the company at approximately €1.25 billion. The proposed price of €36 per share represents a premium of 19% over the last closing price prior to the announcement and a 24% and 26% premium on the one- and three-month volume-weighted average share prices, respectively. EP Group, which already holds 28.5% of GRUPF through its affiliate VESA Equity Investment, does not intend to implement a squeeze-out and has set no success threshold beyond the legal requirement of more than 50% of share capital or voting rights. The offer is expected to be filed with the French markets regulator before the end of Q1 2026 and remains subject to customary conditions including regulatory approvals and employee consultations.

2. Preliminary 2025 Results Show Modest Growth and Stable Cash Generation

GRUPF reported preliminary unaudited results for the full year 2025, with like-for-like revenue up 0.7% to roughly €10,330 million, driven by a 1.1% gain in the rest of Europe despite a 0.5% uptick in France. Current operating income is estimated at €203.1 million, a 1.2% increase year-on-year, translating into an operating margin of 2.0%, up by five basis points. Free cash flow is projected at €145 million, in line with 2024 levels when excluding one-off asset disposals. In the fourth quarter, same-store sales in France dipped by 0.6%, while overall like-for-like trends remained stable thanks to the company’s omnichannel strategy. Challenges at Nature & Découvertes led to its reclassification under IFRS 5 and the commencement of a partner search.

3. Board Unanimously Welcomes Offer and Confirms Strategic Roadmap

GRUPF’s board of directors has unanimously welcomed EP Group’s proposal and formed an ad hoc committee of independent directors to review the offer. The board noted EP Group’s intention to maintain GRUPF’s management team, headquarters in France and long-term strategic plan ‘Beyond everyday’ through 2030. Ledouble has been appointed as independent expert to assess the fairness of the financial terms, and the board will issue a reasoned opinion following the expert report and consultation with the Group Works Council. The company reaffirmed its planned publication of audited 2025 results on February 25, 2026, and will present these figures to investors during a webcast scheduled for the same day.

Sources

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