Takeover Panel to hold auction for G4S

Takeover Panel to hold auction for G4S

The Takeover Panel has announced that it will be holding an auction for G4S under Rule 32.5 of the Takeover Code, in light of the continuing ‘competitive situation’ between Allied Universal and GardaWorld.

Allied Universal and GardaWorld have been in a heated bidding war for FTSE 250 security giant G4S since October 2020, when Allied Universal first announced a possible offer for G4S while it was fending off a hostile attack by GardaWorld (See Allied Universal expresses its interest and G4S board on guard from hostile takeover attempt). Allied Universal officially stepped into the ring in December 2020, coming to G4S’s defence by announcing a £3.8 bn recommended offer for the FTSE 250 company. The offer topped GardaWorld’s recently increased offer of £3.68 bn, forcing GardaWorld to set aside its ‘no increase statement’ regarding its offer as it evaluated its options. GardaWorld also decreased its acceptance condition from 90%, now only requiring a simple majority from G4S shareholders in order to approve the acquisition. Allied Universal’s acceptance condition remains at 90%. For more on this see G4S and Allied Universal join forces.

Both offers have raised concerns by employees, including issues surrounding job security, human rights concerns, and calls for the companies to commit to funding the G4S pension deficit, amongst several other concerns. US state officials and unions have also raised concerns and asked for greater scrutiny of the potential takeovers, fearing it could harm working conditions for many low-wage workers.

As of 9 February 2021, Allied Universal has received valid acceptances representing 0.85% of the share capital of G4S. As of 10 February 2021, GardaWorld is only marginally ahead, announcing it has received valid acceptances for its offer representing 1.61% of G4S’s entire issued share capital. With neither company being close to declaring their offer unconditional, the Takeover Panel has been forced to intervene. The Panel ruled that an auction procedure as per appendix 8 of the code will be applied and shall commence on 20 February 2021, with the first auction day being 22 February 2021. The procedure consists of 5 days of public bidding by the parties for G4S. Allied Universal and GardaWorld have both agreed to the terms of the auction. The full terms can be found here.

G4S has seen its share price almost double, rising over 83% since GardaWorld first announced its possible offer in September 2020.

For more details on this story, see our 2020 UK Public M&A trend report, which includes a timeline of events, alongside expert insight and commentary.

Market Tracker will continue to monitor this story as it develops. 

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