The independent bid committee of the board of directors of OX2 has recommended shareholders accept the public offer from EQT Infrastructure VI that values the Nordic developer at $1.5bn (SKr16.35bn).
In response to the announcement, OX2’s share price soared by 42.21% to SKr59.50 in early Monday trading.
EQT Infrastructure VI, through Otello BidCo, announced a public offer to transfer all their shares in the company to Otello BidCo at a price of SEK60 per share, a 43.4% premium over the SKr41.80 closing proce at the Nasdaq Stockholm stock exchange on Friday.
The company’s founder and largest shareholder Peas Industries, controlling 45.6% of the shares and votes in OX2, has entered into an undertaking to accept the offer, irrespective of whether a higher competing offer is made.
Completion of the deal is conditional upon, among other things, it being accepted to such extent that Otello BidCo becomes the owner of more than 50% of the shares in the company as well as the receipt of all regulatory, governmental or similar clearances, approvals and decisions that are necessary for the Offer and Otello BidCo’s acquisition of OX2.
The independent bid committee noted Otello BidCo states in its press release announcing the offer that “To unlock OX2’s full potential, we believe it would benefit from a transition to a more long-term, sustainable business model and becoming an integrated renewables developer and asset owner”.
The independent bid committee has approved Otello BidCo offers a management incentive plan to certain key employees of OX2, including chief executive Paul Stormoen (pictured), and notes Otello BidCo has obtained a statement from the Swedish Securities Council (Ruling 2024:29) confirming the proposed incentive plan is compatible with the Takeover Rules.
The implementation of the management incentive plan is subject to Otello BidCo completing the deal.
The independent bid committee said it believes EQT’s significant experience and expertise in the renewable energy sector as well as its proven track-record of supporting businesses through capital intensive transitions makes it a suitable owner to direct and support its suggested transition of the company.
In its press release announcing the offer, Otello BidCo said: “Otello BidCo is fully supportive of the current management team and safeguards employee positions.
“There are currently no decisions on any material changes that may impact OX2’s employees and management or the existing organization and operations, including the terms of employment and locations of the business.”