Accell Group and KKR deal proceeds despite share shortfall

Having struggled to rally shareholders to meet an 80% acceptance threshold, the buyout deal pitched by a KKR led consortium for the Accell Group will nonetheless proceed, with 77.8% of shares put forward.

In limbo for much of the time since the offer emerged, select larger shareholders had been holding out for a higher valuation than the proposed offer price of €58 and it appears a fifth are still holding out. An additional 4.26% of shares worth €66 million were put forwards by 11 minority holders in the past days since it became evident the threshold would not be met.

The KKR led consortium still hopes to acquire the remaining shares and has outlined that the offer price is the best and final price payable under the offer. The aggregate value of the shares put forward is approximately €1,212 million.

In a joint statement issued today the KKR consortium outlined that it “is fully confident that it will obtain in aggregate 80% or more of the Shares after settlement of the Shares tendered during the Post Acceptance Period. Against this background, the Offeror has, in close coordination with the Accell Group Boards and after having obtained prior written approval from the Accell Group Boards, decided to waive the Offer Condition as set out in Section 4.7.1. (Acceptance Level) of the Offer Memorandum.”

The settlement to shareholders that have tendered their holding will now take place on June 16th. Remaining Shares can be tendered at the Offer Price of €58.00 during the Post Acceptance Period, commencing on Friday 10 June 2022 and ending on Thursday 23 June 2022.

As and when a 95% acceptance threshold has been passed then Accell Group shares will shortly thereafter be delisted from public exchange.