ISS tells Tod's shareholders to back share sale in Roger Vivier deal

Proxy adviser Institutional Shareholder Services recommends shareholders in Tod's back a share issue reserved to the Della Valle family that will help the luxury goods maker fund the purchase of the Roger Vivier shoe brand from its owners.

Tod's, controlled by the Della Valle family, agreed in November to pay 415 million euros ($451 million) to buy the prestigious brand whose buckled shoes Tod's has been producing under a licence agreement.

Though some analysts said the price tag looked expensive, the deal allows Tod's to secure a brand that contributes 15 percent of its sales and enjoys higher profitability than the entire group.

Under the deal, the Della Valle family is set to reinvest half of the proceeds in a 207.5 million euro capital increase at Tod's, buying new shares at 83.53 euros each.

"The company provided a strong rationale for this proposal," ISS said in a document. "The proposed capital increase obtained the positive opinion by the board's independent committee and independent financial advisors," it added.

Tod's shareholders meet on Jan. 13 to vote on the share issue.

The company has adopted a so-called white-wash procedure which means the deal needs the backing of a majority of shareholders who are non-related parties, provided that non-related shareholders attending the meeting represent at least 10 percent of the share capital.

$1 = 0.9199 euros