Michael Doorly, CEO of Independent News & Media (INM), says the company is open to competitive offers for the business of € 145.6. on Tuesday morning she offered the group an offer of a Belgian company.
The Board of Directors, including Mr. Doorly and Murdoch MacLennan, dealt with their shareholders at the Westbury Hotel in Dublin on issues from angry shareholders who criticized Tuesday's offer.
Crazy & # 39;
Agmu investors punished the board's decision to recommend 10.5 cents today for an action offer from Media Huis, which owns newspapers in Belgium and the Netherlands. The offer already has imprimatur of INM's largest shareholders, Denis O & Brien, who has nearly 30 percent, and Dermot Desmond, who owns about 15 percent.
There was applause when one investor described the offer as "buttons" because INM is profitable and has nearly 90 million euros in cash on its balance sheet, which Media Huis would effectively get a deal for just 56 million euros.
One shareholder, Colm Moore, also pointed to an unrecognized tax asset in the INM's balance sheet, which he believes could have a European buyer worth nearly EUR 100 million.
Another shareholder, Donald Pratt, said he personally held double the shares of the board, and said he was "insane" to recommend the offer effectively only twice a year.
Mr. Murdoch confirmed to shareholders that other potential bidders circulate INM, but insisted that Mediahuis's offer was the only one on the table.
“We didn't sell the company. Mediahuis made an offer, "he said. “It's the best offer we have and the timing is right. They were different [bidders] is the best solution for shareholders. "
When another shareholder asked if INM would be interested in other offers, Mr. Doorly replied in consultation with INM's lawyers: The answer is yes, we are. "
Under the terms of this agreement, announced this morning, INM stated that shareholders would have the right to receive 10.5 cents in cash for each of their shares. Mediahuis said it received a deal agreement from INM's largest shareholders, Denis O & Brien and Dermot Desmond.
Among them, it owns 44.9% INM. The approval will expire if the agreement has not been concluded by 30 September.
Brien receives EUR 43.5 million from the sale of his shares in INM, but has a huge loss when he spent more than EUR 500 million to accumulate his stake in the company more than ten years ago. Meanwhile, Mr. Desmond will receive EUR 21.8 million from the sale of his shares when he first published his stake in the media group in 2011.
The acquisition represents a premium of approximately 44 percent to a final INM share price of 7.28 percent on April 3.
The agreement will also need the agreement of the Commission on Competition and Consumer Protection and the Minister of Communications Richard Bruton.
"Mediahuis and Independent News & Media are pleased to announce that they have reached an agreement on the terms of the cash offer to Mediahuis, which was unanimously recommended by INM, according to which Mediahuis will acquire the entire issued and issued share capital. INM, ”the companies said in a joint statement before the general meeting of INM.
INM, Ireland's largest newspaper group, publishes the Irish Independent, Sunday Independent, Sunday World, Herald, Belfast Telegraph, and several regional newspapers.
Founded in 2013, Mediahuis is a privately held European media group with a strong intelligence and digital brand portfolio. His titles include De Telegraaf and NRC Handelsblad in the Netherlands and De Standaard and Het Nieuwsblad in Belgium.
It has grown rapidly through acquisitions to become a leading media player in Belgium and the Netherlands and currently employs more than 3200 people. Last year, it generated a turnover of € 819 million.
INM Chairman Murdoch MacLennan said: “We are pleased to announce this transaction today and we believe it is an excellent result for both the company and its shareholders.
“Mediahuis's offer is an interesting opportunity for shareholders to realize cash for their INM stake at a price that reflects the company's performance and its separate prospects.
"INM has a proud and renowned history dating back to the early twentieth century, and the INM Council believes that this Mediahuis offer, if approved, will announce a new, interesting chapter for our employees, readers, and customers," he said.
INM has hired US investment bank Lazard to advise it on potential sales to a company that reports that it has attracted the interest of at least two unnamed potential bidders.