LONDON (Reuters) – Around a third of Novera’s (NOEN.L) shareholders support the board in its stand against an attempted takeover bid, the renewable energy company said on Thursday.
Terra Firma-backed peer and shareholder Infinis Energy made a 62.5 pence share offer for Novera last week, valuing the company at 90.5 million pounds ($147 million), but the bid was rejected by the board.
Infinis already owns 42.6 percent of Novera, which operates landfill gas sites, hydro power stations and wind farms, and only needs shareholders representing 7.4 percent of the firm to accept for its bid to succeed.
Should it gain more than 50 percent of Novera, Infinis has said it may appoint a new board of directors and procure a capital increase at the company, thus potentially increasing its stake further. It also intends to seek the transfer of assets from Novera to Infinis.
One major shareholder in Novera, who declined to be named, described Infinis’ plans as “thinly veiled threats”.
“They’re talking about taking pretty active measures to change both management and the content and the shareholding structure of the business and represents unethical business behaviour in our view,” he said.
Novera said it had received letters of support from around 32.2 percent of its institutional shareholders and reiterated that shareholders should take no action on the offer from Infinis.
“We are delighted to have received this strong and public support from our top institutional shareholders. This only strengthens the board’s resolve in rejecting this cheap and opportunistic offer,” said chairman Roy Franklin.
This is the second time in 18 months that Novera has been faced with a bid from Infinis. Last year, it entered a takeover battle with 3i Infrastructure Fund (3IN.L) that ended in neither party making a formal offer.
3i vehicle Harrier Acquisitions, which owns a 8.57 percent stake in Novera, is the largest of the shareholders supporting Novera’s board in their rejection of the offer, according to the statement.
In response Infinis said it continues to believe “Novera lacks the management expertise necessary to deliver a strategy which will create value for its shareholders”.
The major shareholder who spoke to Reuters said the management was well-equipped to fend off the hostile bid and that Novera was a business that “had legs over the longer-term.”
“It’s generating cash, it’s got investment opportunities and it’s got a long way to go. I don’t think anyone invested to sell out quickly.”