Shawbrook shareholders recommended to accept takeover offer

The independent directors of Shawbrook Group PLC have recommended that shareholders accept the final offer from Marlin Bidco.

Previously the board had told shareholders to take no action with regards to previous offers from Marlin Bidco. 

However, after being advised by BofA Merrill Lynch and Goldman Sachs International, the board has decided to recommend acceptance.

Marlin Bidco received valid acceptances for 92,165,781 of Shawbrook’s shares, which along with the 97,208,919 shares held by persons acting in concert with Marlin Bidco represents 75.6% of Shawbrook's issued ordinary share capital.

In a statement, the board commented: “The independent directors continue to believe that the final offer undervalues Shawbrook and its prospects. 

“However, the independent directors also recognise that, in the event the final offer is declared wholly unconditional, Marlin Bidco will have obtained a very significant level of control of Shawbrook.”

This would enable Marlin Bidco – a company jointly owned by funds managed or advised by Pollen Street and BC Partners – to implement its stated intention whereby Shawbrook applies to the UK Listing Authority for the cancellation of its listing on the Official List and to the London Stock Exchange for the cancellation of its admission to trading.

As a result, Shawbrook shareholders who do not accept the final offer could, as a result, own a minority interest in an unlisted company, significantly reducing the liquidity of Shawbrook shares.

The final offer has been extended and will remain open for acceptance until 1pm on 10th July 2017.

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