Source: Sharecast
EQT made a third and final offer for Intertek on Tuesday at £60 per share, up from £58 in cash. Once the final dividend of 107.7p per share is included, the total value is £61.077 per share. The initial approach from EQT was made at £51.50 per share and later £54.
Intertek said on Wednesday that it remains "highly confident" in its standalone strategy and the value creation opportunity outlined in the strategic review announced last month. However, having carefully evaluated the final proposal and following "significant" engagement with shareholders, it said the board would be minded to recommend it should a firm offer be made.
In order to facilitate the completion of confirmatory due diligence and agreement of definitive transaction documentation, Intertek has requested and been granted an extension to the ‘put up or shut up’ deadline by which EQT must make a firm offer under UK takeover rules. It has now been pushed back to 11 June from 14 May.
The announcement from Intertek came after shareholders weighed in on the potential offer.
Lost Coast Collective - an investment firm founded by Matthew Peltz, the son of billionaire activist investor Nelzon Peltz - urged Intertek to engage with EQT over the offer on Tuesday.
In a letter to the company’s board of directors, Lost Coast, which owns a stake of about 1.2%, said the proposal represented "a superior risk-adjusted value for shareholders compared to the company’s plan, which involves significant execution risk".
Chief executive Matthew Peltz said the market appears to value Intertek's break-up plan in the mid-40s per share, as evidenced by the current 17% spread to EQT’s offer.
"EQT, by contrast, is offering a concrete, all-cash bid of £60 per share, or £61.08 inclusive of the expected dividend. The EQT offer is clearly superior to the uncertainty, execution risk, and time involved in implementing the alternative plan," he wrote.
Intertek announced last month that it was considering splitting into two businesses. It launched a strategic review to evaluate the creation of two specialist businesses, Intertek Energy & Infrastructure and Intertek Testing & Assurance, either by demerger or a sale.
Late on Monday, meanwhile, and before the final offer from EQT emerged, activist investor Primestone Capital had also urged Intertek to engage with EQT.
In an open letter, Primestone - which holds a 0.5% stake - said: "We urge the board to engage constructively with EQT, grant supervised due diligence access, and take a more realistic approach when assessing fair value.
"We believe EQT’s latest proposal does not ‘significantly undervalue’ Intertek, whether judged against the company’s standalone track record or the realistic outcome of the board’s newly announced strategic review."
At 0950 BST, Intertek shares were up 6.8% at 5,661.57p.
Dan Coatsworth, head of markets at AJ Bell, said: "There is a right price for everything as Intertek investors have just found out. Having batted away bids from EQT faster than a fly swatter, Intertek has now changed its tune following another increased offer. It now indicates a willingness to support a deal if EQT makes a formal bid at the proposed £60 a share offer.
"Work has now been paused on its strategic review which leaned towards splitting the company into two, and the ball is now in EQT’s court to make the bid.
"The wording of the announcement gives the impression that shareholders have put pressure on Intertek’s board to support a deal.
"Intertek hasn’t traded as high as £60 a share since 2021, and such a bid would represent a 38% premium to the price just before EQT’s interest was originally disclosed. That’s in line with the average bid premium year-to-date on the UK stock market, according to analysis by AJ Bell. Shareholders might feel it is better to take the cash now as there is no guarantee that a break-up of Intertek via a demerger would lead to a quick value uplift."
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