HAL Holding NV has launched a takeover bid of € 32.50 per share for all shares of dredging and offshore contractor Boskalis. HAL currently holds 46.2 per cent of the shares. The investor feels Boskalis would benefit from private ownership as opposed to its current public listing, but will stick to the company’s current strategy.
It is HAL’s assessment that the current public listing offers limited added value to Boskalis, and does not outweigh the costs and other disadvantages of the listing. HAL believes that given Boskalis’ business characteristics, the long-term nature of its larger projects (typically spanning multiple years) and the cyclicality of its underlying markets, Boskalis could benefit from private ownership with a long-term investment horizon and that such private ownership could also enhance merger and acquisition opportunities.
HAL says that it supports Boskalis’ existing strategy and has no intention to change its management or governance. The investor adds that it is committed to the long-term interests of Boskalis and its business, including its employees. HAL says the takeover will not result in reductions of Boskalis’ workforce.
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4.2 billion company
The price offered of € 32.50 means that there is a premium of approximately 28 per cent relative to the closing price of € 25.30 per ordinary share of Boskalis as per March 9. The offer will be conditional on the Dutch Authority for the Financial Markets (AFM) and will not be subject to a minimum acceptance threshold. HAL, which has been a shareholder of Boskalis since 1989, will finance the intended offer from its available cash resources. With the takeover bid, HAL values the company at € 4.2 billion.
The Board of Management and Supervisory Board of Boskalis say they will carefully consider all aspects of the proposed offer in accordance with their fiduciary duties. Boskalis will update the market if and when appropriate. HAL anticipates that the offer will be presented to Boskalis shareholders within two to three months.
95 per cent of shares will end listing
HAL expects to obtain the requisite regulatory and competition clearances in Q3 of 2022. If HAL holds at least 95 per cent of the shares, it intends to end listing of the shares on Euronext Amsterdam and to commence statutory buy-out proceedings to obtain 100 per cent of the shares.
Picture by Boskalis.