Marshall plc board recommends Constellation offer
06 December 2021
One week after being made aware of a takeover bid by BCA owner Constellation, Marshall Motor Holdings board has recommended the 400p a share offer.
The offer, which if successful will see Marshall become a private company, is conditional on Constellation’s acquisition vehicle ‘Bidco’ receiving more than 50% of Marshall Motor Holdings’ voting rights and gaining regulatory approval from the FCA for the deal.
The FCA has 60 days to consider “an application for a change of control of MMH”.
Constellation surprised Marshall Motors last week after agreeing a deal to buy 64.4% of the PLC’s shares from its largest shareholder Marshall of Cambridge (Holdings).
As well as BCA, Constellation also owns Cinch and WeBuyAnyCar. Constellation welcomed the announcement from MMH and added: “Constellation expects to post the offer document to Marshall shareholders during the week of the 13 December 2021.”
According to the statement by Marshall’s board: “Constellation is required to publish an offer document and a form of acceptance accompanying the offer document as soon as practicable and, in any event (save with the consent of the Takeover Panel), within 28 days of 29 November 2021.”
In its consideration of the offer, Marshall’s said: “The board of MMH has taken into account statements made by Constellation regarding its intention to work with MMH’s manufacturer brand partners for a long term partnership and for MMH to continue to grow. The board also notes that Constellation itself has longstanding strategic business relationships with a number of automotive manufacturers in both the UK and Europe.
“In addition, the board has noted Constellation’s statement that it has no intention to make any changes to the conditions of employment or the balance of the skills and functions of MMH employees or management. The board also notes the statement made by Constellation in the offer announcement that it is looking forward to working with the employees at Marshall to build on their success and progress to date.”
Marshall also noted the financial terms of the deal which values the retailer at approximately £325 million.