SYDNEY: CVC Asia Pacific Limited (CVC) has increased its offer for APM Human Services International Limited (APM) to $2.00 cash per share, up from $1.60, in a bid to acquire the human services provider by way of a scheme of arrangement.

APM’s board has agreed to grant CVC a four-week period of exclusivity to 27 March 2024, during which CVC will conduct due diligence and finalise its debt financing. The exclusivity period is subject to certain conditions, including CVC obtaining all required regulatory approvals.

The revised offer represents a 141% premium to APM’s closing share price on 16 February 2024, when CVC made its initial offer, and a 42% premium to the closing share price on 27 February 2024.

The revised offer also includes a scrip alternative, which allows APM shareholders to elect to receive shares in an unlisted Australian public company (HoldCo) that will own 100% of the shares in CVC BidCo, the entity that will acquire APM.

Certain shareholders, including APM’s executive chair, founders, and key management, are required to elect to receive HoldCo shares. The revised offer assumes that Madison Dearborn Partners, a major shareholder of APM, will elect to participate in the scrip alternative in respect of approximately 75% of its APM shares.

APM has formed an independent board committee (IBC), led by Neville Power, to consider the revised offer and to engage with CVC. The IBC and the full board have determined that it is in the best interests of APM’s shareholders to re-engage with CVC. The terms of the exclusivity deed are set out as Appendix A to APM’s announcement.