Believe Faces Full Delisting as Upbeat BidCo Secures Majority Stake
Deal News | Jun 05, 2025 | Globenewswire
Upbeat BidCo, a French firm, has announced a proposal for a public withdrawal offer followed by a mandatory squeeze-out regarding the shares of Believe, a prominent digital music company. With the backing of BNP Paribas and Goldman Sachs as advisors, Upbeat BidCo has set the offer price at €17.20 per Believe share, with a trading period of ten days. Upbeat BidCo already possesses 96.57% of Believe's capital and aims to acquire the remaining 3.43% of shares. The deal, valued at approximately €59 million, hinges on AMF approval. If successful, it will lead to the delisting of Believe from Euronext Paris, eliminating regulatory burdens and financial communication obligations. Upbeat BidCo, supported by consortium partners EQT and TCV, plans to maintain Believe's strategic directions with the current management team, without any major shifts in its operational model. The withdrawal offer and squeeze-out, compliant with French financial market regulations, reflect a strategic decision to privatize Believe completely.
Sectors
- Digital Music
- Mergers and Acquisitions
- Private Equity
Geography
- France – Both Upbeat BidCo and Believe are registered in France, and the transaction is primarily governed by French financial regulations.
- Luxembourg – Part of the consortium involved in Upbeat BidCo is based in Luxembourg, indicating cross-border business collaboration.
Industry
- Digital Music – Believe operates in the digital music industry, facilitating the distribution and marketing of music in the digital realm.
- Mergers and Acquisitions – The article discusses a public acquisition and delisting process, which is a significant M&A activity.
- Private Equity – Upbeat BidCo's role as an acquirer highlights private equity elements in targeting full control and restructuring strategies.
Financials
- €17.20 – Offer price per share of Believe in the acquisition proposal by Upbeat BidCo.
- €59,366,298.80 – Total cost of acquiring the remaining shares in circulation not held by Upbeat BidCo, assuming all are brought into the offer.
- €2,470,000.00 – Estimated total costs related to the offer, including external advisory fees.
- 10 days – Duration of the public withdrawal offer.
Participants
| Name | Role | Type | Description |
|---|---|---|---|
| Believe | Target company | Company | Believe is a global leader in digital music distribution and artist services. |
| Upbeat BidCo | Bidding company | Company | Upbeat BidCo is a French firm initiating the acquisition of Believe to delist it from the stock exchange. |
| BNP Paribas | Financial advisor and guarantor | Company | BNP Paribas is acting as a presenting bank and guaranteeing the irrevocable nature of Upbeat BidCo's commitments. |
| Goldman Sachs | Financial advisor | Company | Goldman Sachs is providing financial advisory services for the acquisition process. |
| Denis Ladegaillerie | Strategic partner and consortium member | Person | Founder of Believe and a member of the consortium aiming to acquire full control of Believe. |
| EQT | Consortium partner | Company | A private equity group involved in the acquisition through Upbeat BidCo. |
| TCV (Technology Crossover Ventures) | Consortium partner | Company | Investment firm within the consortium supporting the acquisition strategy. |