Metrofile unveils private equity buyout deal
Published Date: 2019-12-10 | Source: Stephen Gunnion | Author: Stephen Gunnion
If the offer proceeds, shareholders will receive R3.30 per share as well as the rights to an interim dividend if it pays one.
Metrofile has ended months of speculation, unveiling a R1.5 billion private equity bid for the group. The documents storage business says the Housatonics Consortium has made a conditional non-binding offer and plans to establish a new South African company to put the deal into motion.
The R3.30 per share offer represents a 126% premium to the 30-day volume weighted average price of Metrofile's shares on 5 September, the day before it issued its first cautionary on a potential transaction. If Metrofile declares an interim dividend for the six months to December, this will be paid to shareholders on top of the R3.30 cash consideration.
Housatonic Partners was founded in 1994 and has over $1 billion in capital under management. The firm maintains offices in San Francisco and Boston and invests globally. It invests in growing, profitable companies in the recurring business services, technology, and healthcare sectors and has invested in five records and information management companies.
Metrolfile said it had convened an independent committee to evaluate the proposal, which in turn had appointed BDO Corporate Finance to issue a fairness opinion. It said the proposal was subject to a number of pre-conditions before a firm intention could be made, including a funding agreement with SA banks for the debt portion of of the deal, the conclusion of an arrangement with a suitable black economic empowerment partner and irrevocable undertakings from shareholders with at least 45% of the group's issued share capital.
Metrofile has been restructuring its debt and disposing of non-core businesses following a strategic review of its operations. Although it has starting to see the positive effects of the restructuring, it reported a 29% decline in headline earnings per share to 20.5c for the year to end June. That was mainly due to once-off restructuring costs and a higher effective tax rate. Net finance costs also rose after last year's acquisition of Kenya's G4S Secure Data solutions.
The company is chaired by Christopher Seabrooke, who is also CEO of investment group Sabvest. Sabvest owns a stake in the company. Its CEO is Pfungwa Gore Serima. According to its website, it is 57.4% black-owned and its biggest shareholder is empowerment partner Mineworkers Investment Company, which owns a 37.24% stake.
Its shares closed unchanged at R2.30 yesterday. The announcement was made after the close of trade.
Edited by Motivated, 12 December 2019 - 10:24 AM.