Evan Vitale Consulting: Hyder Consulting Agrees To Superior Takeover Offer From Nippon Koei, Stock Up

Friday, August 8, 2014

Hyder Consulting Agrees To Superior Takeover Offer From Nippon Koei, Stock Up – RTT News

Latest post from Evan Vitale Consulting -

Shares of Hyder Consulting plc (HYC.L) increased around 9 percent in the morning trading in London after the British engineering consultant agreed on Friday for Japanese engineering consultant Nippon Koei Co., Ltd.’s superior takeover offer of 680 pence per share in cash or 268.1 million pounds in total.

Earlier in July, Hyder Consulting has agreed with Dutch engineering and consultancy firm Arcadis (ARCAY.PK,ARCVF.PK) on the terms of a recommended cash offer for 650 pence per share in cash, that valued Hyder at approximately 256.2 million pounds.

Hyder’s board said on Friday that Nippon Koei’s cash offer is superior to the Arcadis’ offer, and its board is recommending the Nippon Koei offer, noting that to be fair and reasonable.

Hyder Chief Executive Ivor Catto said, “The cash offer from Nippon Koei announced today represents a 30 pence premium to Arcadis’ offer announced on 31 July 2014 and accordingly the Hyder Board is now recommending the cash offer from Nippon Koei. The Hyder Board considers that Nippon Koei’s cash offer substantially recognises Hyder’s growth prospects, and provides certainty, in cash, to our shareholders today.”

Nippon Koei said its purchase price represents a premium of 5.4 percent over the 645 pence closing price of Hyder’s shares on August 7, and about 44.9 percent to the closing price on July 30, the latest practicable date prior to the commencement of the offer period.

The transaction will be funded by a new acquisition facility from Bank of Tokyo-Mitsubishi UFJ, Ltd.

Hyder will be acquired by Nippon Koei Co. Ltd’s unit Nippon Koei UK Topco Ltd. Hyder will be a standalone division and Nippon Koei expects cost synergies from the acquisition.

Nippon Koei’s UK-based unit Nippon Koei Uk Topco Limited will make the offer. Nippon Koei anticipates that Hyder will continue to operate as a standalone division of the combined business.

Commenting on the offer, Noriaki Hirose, president of Nippon Koei, said, “This merger represents a truly transformational step for Nippon Koei, fulfilling founder Yutaka Kubota’s long term strategic vision of broadening the client base and geographic footprint of Nippon Koei, whilst continuing to focus on our core sectors of transportation, utilities and property.”

In London, Hyder shares are gaining 55.32 pence or 8.58 percent, and trading at 700.32 pence.