the merger project suspended

Lhe mega-merger project announced last June between Majorel and Sitel has been suspended due to a lack of agreement, indicate the majority shareholders of Majorel, the Moroccan Saham and the German Bertelsmann, in a press release made public on Monday, September 19 .

This suspension took place despite the completion of the due diligence and the validation of synergies between the two companies, the same statement said. “It was not possible to agree on the final structure of the transaction in the context of the current macroeconomic environment”, pointed out the same source.

One of the reasons for this suspension would be the appearance of fundamental differences during the negotiation period, in particular during the “due diligence” phase during which the partners must open their books of accounts. Appeared a “financial asymmetry of debt capacity between the two companies”according to a source quoted by the magazine Forbes. Clearly, one of the two parties would be very indebted, and the other not, thus alienating the chances of success of the merger, indicates the same source.

In fact, Sitel would have financed a previous external growth operation: the takeover of Sykes in September 2021, using 100% debt, explains the specialized media, which specifies that Sitel had solid fundamentals allowing it to deal with this operation. However, the English bank which would have advised Sitel on this operation negotiated this loan with a variable rate, and since the outbreak of the Ukrainian crisis, the latter have soared, which adds several hundred million euros to interest rates. interest in the balance of the new entity.

On June 20, the Saham group, founded by former minister Moulay Hafid Elalamy (MHE), announced that it had reached an agreement on the key terms “with a view to carrying out a merger project between Majorel and Sitel”in order to create one of the world leaders in the customer experience industry.

At that time, forecasts indicated that Majorel’s shareholders, namely Saham and Bertelsman, as well as Majorel’s stock market shareholders and management, would share a cash distribution of around 4.5 billion dirhams, of which, according to our calculations, about 1.6 billion for Saham alone.

Thus, in the space of nine months, between Majorel’s IPO and the merger with Sitel, Saham would have garnered the equivalent of 5.5 billion dirhams in cash, i.e. more than half of the sum pocketed following the deal of the century achieved in 2018, when the sale of shares in the insurance division of Saham Finance to the South African Sanlam for 10 billion dirhams enabled MHE to sign a historic transaction.

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