AA Confirms Cash Offer From TowerBrook And Warburg Pincus Consortium

(Alliance News) - AA PLC confirmed Monday it has received a non-binding takeover offer from ...

Alliance News 23 November, 2020 | 10:38AM
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(Alliance News) - AA PLC confirmed Monday it has received a non-binding takeover offer from TowerBrook Capital Partners UK LLP and Warburg Pincus International LLC.

The consortium has made a 35 pence cash offer for AA's entire issued share capital. Shares in the roadside assistance firm were down 2.7% in London on Monday morning at 32.65 pence each.

Back in August, AA had confirmed that three parties had made takeover proposals. The parties comprised Centerbridge Partners Europe LLP and TowerBrook Capital Partners acting jointly as well as Platinum Equity Advisors LLC and Warburg Pincus, acting individually.

However, in September, Platinum Equity Advisors and Centerbridge Partners said they did not intend to make a takeover offer for AA.

Following that, AA agreed to a request from TowerBrook and Warburg Pincus to make a joint all-cash takeover offer, acting as a consortium. It added that the pair also intended to significantly pay down AA's hefty debt pile. At the time, AA said the consortium had until the close of play on October 27 to make a firm offer.

At the end of October, AA noted that commercial discussions and due diligence were progressing with the consortium. This has resulted - following a period of due diligence - in Monday's cash offer.

"The proposal represents a premium of approximately 40% to the closing share price on August 3 of 25 pence, being the business day prior to the commencement of the offer period, and 50% to the AA's one-month volume weighted average share price of 23.3 pence on the same date.

"In addition, the proposal includes the option for eligible AA shareholders to elect to receive unlisted securities in lieu of cash consideration subject, inter alia, to elections being limited in the aggregate to 16% of the equity of the acquiring group," AA said.

In its annual results in May, AA said it had "for some time" been reviewing a range of potential refinancing options, including the possibility of raising new equity.

In a statement Monday, AA said: "The board believes that the company needs a more sustainable capital structure and requires a significant amount of additional new equity in order to reduce the group's indebtedness and to fund future growth.

"The proposal being discussed with the consortium includes an intention to also invest approximately GBP380 million into the company to facilitate debt reduction and specifically to support a refinancing of GBP541 million of the existing Class B2 Secured Notes maturing in July 2022 and GBP372 million Class A5 Notes maturing in January 2022."

AA's board said it has "carefully considered" a range of alternative potential debt and equity refinancing options, but will recommend the cash offer to shareholders.

By Paul McGowan; paulmcgowan@alliancenews.com

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