LONDON, UK: Antwerp Management Limited, a newly-incorporated company indirectly owned by funds managed or advised by Morgan Stanley Infrastructure Inc. (MSI), will acquire the entire issued and to be issued share capital of Augean Plc, a hazardous waste treatment and disposal company, in a £314.9 million deal.
Under the terms of the offer, which will be subject to the conditions and certain further terms, Augean Plc shareholders will be entitled to receive 280 pence in cash for each Augean share; and a contingent entitlement of up to a further 20 pence in loan notes by way of a contingent value right linked to the outcome of the Outstanding Tax Claims. Together, the offer represents a total price per share of up to £3.0.
The offer values the entire issued and to be issued ordinary share capital of Augean Plc at approximately £314.9 million on a fully diluted basis.
Commenting on the Offer, Jim Meredith, Executive Chairman of Augean, said: “The Board of Augean believes that Morgan Stanley Infrastructure Partners (MSIP) is well-respected as a long-term investor in the infrastructure sector and will be able to support Augean’s strategy of providing the highest level of customer service and safe operations in niche and highly regulated hazardous waste markets which should allow the business to develop its services to an increasing breadth of customers while offering commensurate opportunities for our employees.
We are very proud of Augean’s performance in successfully executing a complex turnaround programme and delivering very strong share price performance in recent years. This has been achieved through contributions from employees across the whole spectrum of the company not least from the senior management team, resulting in a significant increase in shareholder value.
We believe that the acquisition provides attractive value to Augean Shareholders whilst enabling them to retain potential upside to the ongoing Tax Claims.
As MSIP intends to maintain the same strategy and footprint, we also believe that the acquisition is a good outcome for all Augean stakeholders, including our employees, our customers and the wider UK economy.”
Commenting on the Offer, Alberto Donzelli, Managing Director and Co-Head of European Investing for MSIP said: “Augean is a UK-based hazardous waste management operator with an excellent reputation amongst its customer base. We look forward to working with management, and contributing MSIP’s expertise, to support the company in further strengthening its industry leading position”.