Koninklijke Boskalis Westminster’s board has announced that it has finally reached an agreement with its largest shareholder for a deal that would privatize the dredging and marine services company. The deal comes days before the deadline for shareholders to accept the offer at a valuation that Boskalis’ board had previously described as “unconvincing”.
Investment firm HAL Holding, which was created after Carnival Corporation acquired Holland America Line in 1988, has been a long-term investor in Boskalis, but in March 2022 said it believed the company and its long-term strategy would be better broken if HAL acquired the remaining shares of the company. HAL currently owns approximately 55.6% of the outstanding shares of Boskalis.
After three months of negotiations, Boskalis said he had agreed to the operational aspects of the combined company but had not received a higher valuation for the offer. At the end of June, HAL launched the offer for Boskalis at 32 euros per share, which valued the company at almost 2.5 billion dollars. HAL had reduced its offer by €0.50 after Boskalis distributed a dividend of 50 cents. The board said it had decided to let the offer proceed without a recommendation to shareholders to determine whether the terms and valuation were acceptable. The acceptance period was to run until September 2.
In announcing the agreement, Boskalis indicated that it had continued discussions with HAL and after its extraordinary general meeting on August 24, resumed discussions. HAL has agreed to increase its offer by €1 to €33 on top of the previously announced €0.50 dividend, so shareholders will effectively receive €33.50 per share. It increased the company’s valuation by around $80 million.
Boskalis’ Board of Directors amended its recommendation saying that it believes the new price is fair and in the interests of Boskalis shareholders and will support Boskalis’ continued success. “The increase in the offer price is such that it is compelling and warrants a recommendation to shareholders,” the companies said in a joint statement issued today. The acceptance period is extended to September 6, with HAL expecting to own at least 95% of the shares and acquire the remaining shares after the transaction closes.
The Board of Directors and HAL have also agreed to support and cooperate in the post-offer restructuring of the business. The objective is to support the long-term development of the company’s businesses.