(Alliance News) - Rotala PLC on Monday said it backed a GBP23.5 million takeover offer by Rotala Group Ltd, which is a privately-owned vehicle owned by three Rotala PLC directors.
Tividale, West Midlands-based bus operator Rotala said Rotala Group is a private limited company formed specifically for the purpose of the acquisition, owned by Rotala Chief Executive Officer Simon Dunn, Managing Director for North West Robert Dunn and Executive Chair John Gunn, among others such as the spouses of Simon and Robert Dunn.
The offer is 63.5 pence per Rotala share, valuing the entire company at around GBP23.5 million. The stock was up 0.4% at 58.25p each in London on Monday afternoon.
Rotala Group already owns 12.8 million shares of 41% of Rotala shares.
Rotala Group believes that Rotala's AIM quotation no longer represents good value for Rotala and its shareholders, providing limited share price growth and access to equity capital while incurring material costs and carrying a regulatory burden.
As a result, Rotala Group believes the acquisition would provide an opportunity to allow them to "invest to support Rotala's growth potential as a private company, combined with providing an attractive cash return" to Rotala shareholders at the offer price.
Rotala directors unanimously consider the terms of the offer to be fair and reasonable, having consulted Shore Capital, and unanimously recommend that shareholders vote in favour of the scheme at the court and general meetings.
Rotala Group has received irrevocable undertakings regarding 10.0 million Rotala shares to vote in favour of the scheme, around 32% of shares or 55% of those eligible to vote at the court meeting.
The takeover is expected to become effective in the first quarter of 2024, Rotala said, subject to certain conditions.
"We are excited about the opportunity for Rotala as a private company, without the regulatory and cost burdens associated with an AIM quotation, which will allow us to operate in a more agile way. We believe that the acquisition also provides a much-needed liquidity event for Rotala shareholders," said Rotala Group Director & Rotala CEO Simon Dunn.
Rotala Deputy Chair & Senior Independent Director Graham Spooner commented: "The Rotala independent directors are pleased to recommend [Rotala Group]'s offer of 63.5 pence in cash for each Rotala Share which represents a significant premium to both the Rotala share price."
By Greg Rosenvinge, Alliance News senior reporter
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