Nisa-Today’s has rejected a second takeover bid by the Bibby Group.
The wholesaler said today it had “recently received a second approach, which may or may not have led to an offer” to acquire the entire share capital of the company.
The board of Nisa-Today’s (Holdings) met yesterday to discuss the approach and
unanimously resolved that it should be rejected.
In the board’s view, this second approach represented a significant improvement, however, it was not in the best interests of the company’s members, who are its shareholders, and was therefore rejected.
A takeover would have meant the demutualisation of the company and a “fundamental change of ownership and control”.
Nisa-Today’s said Bibby’s suggestion of minority member representation on the Nisa Board in future was not sufficient to counter this outcome.
Feedback from members since they were notified of the board’s decision to reject the first
approach from Bibby Line Group “demonstrated that they are strongly in favour of
retaining the mutual business model and unique culture focussing on member benefits”.
The approach continued to represent a “significant under-valuation” of Nisa-Today’s,
especially as the majority of any payment would be deferred and conditional on future
performance.
Nisa-Today’s said the headline offer of £133m “substantially over-stated their real price for the company” as over 40% of that claimed value was from potential payments in the future that would be generated by members’ own trading.
Bibby Line Group indicated this was a final approach and the Nisa-Today’s board considers the matter is now closed.
Source: Nisa-Today’s
