Wetherby’s Proactis agrees to £72m takeover

Wetherby-based cash management software company Proactis Holdings said late on Friday it agreed to a £71.6 million cash takeover offer from investment firm Pollen Street Capital.

The offer represents a premium of 79.4% to the closing price of 41.8p per Proactis share on April 29, 2021, the last business day prior to the the offer.

The takeover must be approved by 75% of shareholders.

Pollen Street has so far obtained irrevocable acceptances representing about 47% of the existing issued ordinary share capital of Proactis.

Proactis chairman Alan Aubrey said: “We are proud of the significant progress that Proactis has made over the past year, particularly after a very difficult period in Proactis’ history.

“Whilst we remain excited about the prospects for the business, we have been in discussions with Bidco and received a proposal that we believe is compelling for all of our stakeholders.

“We are pleased that Bidco is supportive of the acceleration of Proactis’ existing strategy and believe that Proactis will benefit from Pollen Street Capital’s considerable financial resources, longer-term approach to value creation, and significant experience in successfully backing high-growth businesses to achieve their full potential.

“As a result of the acquisition, we believe Proactis will be both nimbler in executing its strategy and able to build a business capable of sustainable longer-term growth.

“Having carefully considered the range of options available to Proactis, including the terms of the proposed acquisition by Bidco, the Proactis directors have concluded that the acquisition, which offers certainty of certain cash value to the Proactis shareholders as well as the ability to retain a shareholding in the business going forward, is in the best interests of Proactis, its shareholders and wider stakeholders, and as such are unanimously recommending the cash offer to shareholders.”

Pollen Street Capital partner Matthew Potter said: “We are pleased to have reached agreement with the board of Proactis on the terms of Bidco’s offer to Proactis shareholders.

“We believe Proactis would strongly benefit from a return to private ownership with the support of a growth-focused shareholder, which would enable Proactis to accelerate its plans to capitalise on a clear market opportunity.

“Pollen Street Capital has strong heritage in supporting companies with the potential to be market leaders in the financial and business services sectors, and we are excited by the opportunity to work with Proactis and its team in achieving its ambitious goals.”

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Mark McSherry
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