US parcels delivery firm FedEx is to
buy its Dutch rival TNT Express for €4.4bn ($4.8bn; £3.2bn) as it looks
to expand its European operations.
In a joint statement, the companies said both management boards had reached a "conditional agreement".
FedEx has offered shareholders €8 per share, a 33% premium on TNT's closing share price on 2 April.
It comes two years after United Parcel Service (UPS) pulled out of a €5.2bn bid for the Dutch firm.
UPS
pulled out of the deal following opposition from EU competition
authorities, saying it saw "no realistic prospect" of approval for its
bid from the European Commission.
Since then TNT has undertaken a
restructuring programme, cutting costs, selling operations and
investing heavily in its road network to hold on to customers in what
has been a weak European market for business package deliveries.
FedEx and TNT Express expect the deal to be completed in the first
half of next year and say they are confident any European competition
concerns can be overcome this time.
The European regional
headquarters of the combined companies will remain in the Netherlands,
while FedEx has promised to maintain the TNT Express brand "for an
appropriate period".
Tex Gunning, chief executive of TNT Express,
said: "This offer comes at a time of important transformations within
TNT Express and we were fully geared to executing our stand-alone
strategy.
"But while we did not solicit an acquisition, we truly
believe that FedEx's proposal, both from a financial and a non-financial
view, is good news for all stakeholders."
However, the terms of
the takeover allow for a competitor to make an offer within the next
eight weeks and for the current deal to be terminated if that offer
exceeds the existing proposal by 8%.
TNT warned in February that
it expected adverse trading conditions to continue in its main western
European markets this year, as it reported a €196m annual loss on
revenues which fell 3.2% to €6.6bn.
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