Arizona Bidco Limited, a newly formed vehicle, wholly-owned, indirectly, by Averon Park Limited, reached agreement on the terms of a recommended acquisition of the entire issued and to be issued ordinary share capital of Foresight Sustainable Forestry Company Plc (FSFC) that the Averon Park Group does not already own.
Under the terms of the acquisition, FSFC shareholders will get 97 pence in cash/ share. The offer price represents a premium of approximately 32.88 per cent to the Closing Price of 73.0 pence per FSFC Share on 28 May 2024.
The cash offer values the entire issued ordinary share capital of Foresight Sustainable Forestry Company Plc at approximately £167 million.
Averon Park’s board of directors believes that forestry represents an attractive asset class to diversify investors’ portfolios, protect against inflation and offers an opportunity to benefit from trends in favour of home-grown timber production. Alongside these benefits, forestry provides significant environmental and social benefits that are important in their own right and appeal to many investors.
Averon Park is a long-term private investor with a diverse portfolio of investments in sustainable infrastructure and real asset backed businesses. Averon Park has significant experience in the specialised UK forestry sector as it is already a substantial investor in UK forestry, agriculture and sustainable land assets, having invested in forestry assets since 2020 and currently owning 7,292 hectares of UK forestry in addition to its indirect holding in FSFC.
The FSFC Directors, who have been so advised by Stifel as to the financial terms of the Cash Offer, consider the terms of the Cash Offer to be fair and reasonable. In providing its advice to the FSFC Directors, Stifel has taken into account the commercial assessments of the FSFC Directors.
Commenting on the Acquisition, Richard Davidson, FSFC’s Chairman, said: “The offer from Arizona Bidco is at a price that represents a significant premium to the volume weighted average price for the past three months. We believe this offer represents good value for shareholders, and therefore we are recommending it. The structure of the deal means investors can continue to participate in the compelling investment fundamentals presented by the forestry and carbon credit industries through a private structure.”
Commenting on the Acquisition, Graham Ross Russell, independent non-executive director of Averon Park, said: “Since its IPO, the FSFC team has rapidly developed its portfolio to become a leading forestry and afforestation player in the UK. Demand for domestic sources of timber and high integrity carbon credits is increasing, and the transaction presents good value for all involved and a great opportunity to grow the portfolio.”
EP Corporate and J&T Capital agree to acquire International Distribution Services for £3.568 billion