BRK mounts £35m bid to acquire safety products firm Sprue Aegis
COVENTRY based safety products manufacturer Sprue Aegis is set to be taken over by one of its major shareholders in a near £35m deal designed to maximise the potential of the business.
On April 7 Sprue Aegis entered into a standstill agreement with Jarden Corporation which restricted Jarden’s ability to increase its interest in Sprue Aegis’ share capital above 29.9%. The standstill agreement expired earlier this month.
Smoke alarm supplier BRK, a wholly-owned subsidiary of Jarden Corporation – and one of the brands distributed by Sprue Aegis – said today it was making a cash offer to acquire the entire issued and to be issued share capital of Sprue Aegis not already owned by Jarden.
The offer, conditional upon Jarden receiving more than 50% of Sprue Aegis’ voting rights, values the shares at 90p each Sprue Aegis, valuing the whole of Sprue Aegis’ existing issued share capital at approximately £34.8m.
BRK and Sprue Aegis had held talks prior to the announcement during which BRK sought a recommendation from the Sprue Aegis board to shareholders for the offer. However, the Sprue Aegis board chose not to recommend the offer and BRK said it would continue press for such a recommendation.
BRK said that should the offer not be successful, it would need to consider the viability of its ownership position and the future of a distribution agreement when its initial term expires in 2015.
Commenting on the offer, Martin E. Franklin, Executive Chairman of Jarden Corporation, said: “We believe that the current structure constrains Sprue Aegis plc from reaching its maximum potential, and so we are pleased to announce the offer which we believe provides Sprue Aegis shareholders with a rare liquidity opportunity to sell their shares for cash at a significant premium to the recent and historical market price.”