Marlin Bidco Ltd., the company jointly owned by funds handled by private equity firms Pollen Street Capital Ltd. and BC Partners LLP, has raised its takeover offer for Shawbrook Group Plc's entire issued and to-be-issued share capital to 340 pence per share from 330 pence per share previously.
The final offer, combined with Shawbrook's announced dividend of 2.7 pence per share for its 2016 earnings, values the bank at approximately £868 million, representing a premium of approximately 36.5% to the six-month volume-weighted average closing price per Shawbrook share of 251 pence on March 2, the last business day prior to the start of the offer period.
Along with the approximately 38.8% of Shawbrook's issued share capital already owned by Marlin Bidco or funds advised by Pollen Street Capital, Marlin Bidco has also received valid acceptances of its original offer in respect of a total of 16,451,171 Shawbrook shares, representing roughly 6.6% of the lender's issued ordinary share capital.
Therefore, the total number of Shawbrook shares which Marlin Bidco may count towards the satisfaction of the acceptance condition is 113,660,090 shares, representing approximately 45.4% of the bank's issued ordinary share capital, Marlin Bidco said June 5.
Shawbrook shareholders who have accepted the original offer will automatically be deemed to have accepted the terms of Marlin Bidco's final offer. Those who have not yet accepted the final offer have until 1 p.m. on June 19 to do so, Marlin Bidco noted.
Morgan Stanley & Co International Plc, Quayle Munro Ltd. and Macquarie Capital (Europe) Ltd. acted as financial advisers to Marlin Bidco, Pollen Street Capital and BC Partners in relation to the final offer. Linklaters LLP is retained as legal adviser to Pollen Street Capital, BC Partners and Marlin Bidco in connection with the final offer.