Nisa-Today's has turned down a second takeover approach by Bibby Line Group.
The group's Holdings Board met yesterday to discuss Bibby's latest offer, described as a “significant improvement” on the initial bid spurned last month. However, it was once again rejected without putting it to a member vote. The new offer was worth around £1,200 per share, a 20% increase on the first one, valuing Nisa-Today's at £133m-£134m.
An official statement described the new bid as “a significant undervaluation of Nisa-Today's, especially as the majority of any payment would be deferred and conditional on future performance. The headline offer of £133m substantially overstated the real price for the company as over 40% of that claimed value was from potential payments in the future that would be generated by members' own trading.”
Nisa reports that Bibby had indicated that the second bid was a final approach, and that it considered the matter closed. Earlier this month Nisa chief executive Neil Turton told C-Store that for any takeover bid to be referred to the members it would need to have a “compelling logic” such as an increase in buying power over and above an appropriate valuation of the shares. Turton also maintained that members had expressed strong support for retaining their mutual status and current business model for the group.
Bibby Line Group managing director Sir Michael Bibby commented: "Naturally Bibby Retail Services is disappointed with the Nisa Board's rejection of this deal. However we are encouraged that members now have access to the full details of our generous £134m offer on their website although we hoped they would have been consulted on it in advance of a decision.
"We remain confident in the strategic logic and rationale for the deal and strongly believe that it would have been in the best interests of members having addressed the mutuality issues in full. It would have also created significant value for members providing many with a total payment of around £120,000, as well as Board representation.
"Bibby Retail Services is now reviewing its wider, long term strategic options in the independent retail sector and will provide an update in due course."
An announcement on Nisa-Today's new ambient supply contract, which Bibby is believed to have lost to DHL, is expected imminently.