Celsis Board recommends £54.5m offer
The Board of Celsis International plc has recommended a takeover offer for the Cambridge-based company.
The Board said in a statement to the London Stock Exchange it had agreed with Nastor Investments Ltd, a newly-incorporated company formed and controlled by funds managed by North Atlantic Value LLP, on the terms of a recommended all cash offer for all shares not already owned by the NAV Funds.
Celsis is a microbial detection and analytical services company operating through two divisions, the Product Group and the Laboratory Group.
The offer is conditional on acceptance from 50% of shares. Taking into account the Celsis sharesalready held by the NAV Funds and irrevocable undertakings and letters of intent received from shareholders, the company said the offer is supported by almost 39% of issued share capital.
The offer of 232.5p a share values Celsis at around £54.5m.
This represents a premium of 14.3% to Friday's closing price; of 39.8%. to the average closing price for the year to end July; and 76.8% to the closing price on 16 October 2008, the last business day prior to the announcement of a purchase of Celsis shares by the NAV Funds.
NAVLLP Chief Investment Officer Christopher Mills said: "We believe Celsis is a good company with strong operational management. Yet the costs it incurs in being publicly listed are relatively high for a company of its size. Therefore, we believe it will benefit from going forward as a private entity. We look forward to supporting the Company in a more cost effective corporate structure."
Celsis Chairman Jack Rowell said: "We see this offer as an excellent opportunity for shareholders to realise the value of their shares at a premium on top of the recent rise in the share price.
"In recent years, despite a number of years of solid growth, the Company's value has not been fully recognised by the market. We are therefore pleased to receive this offer which we believe reflects good value for our business.
"Accordingly, the Celsis Board recommends Celsis Shareholders accept this cash offer."