Harworth urges shareholders to reject Peel's revised takeover offer

Harworth Group has renewed its defence against a takeover approach from Peel Bidco, unanimously recommending that shareholders reject the bidder's revised £1.775 per-share cash offer after Peel's holding crossed the critical 30% threshold this week.

The move follows an announcement by Peel Bidco on 17 September that purchases of additional shares had increased its and its concert parties' aggregate stake in Harworth from 29.96% to 30%, triggering a mandatory offer requirement under Rule 9 of the UK Takeover Code.

Harworth shares closed at £1.784 on Thursday, above the £1.775 offer price.

In a strongly worded response published on Friday, the Harworth board said it remained "unanimous and unequivocal" in its rejection of the revised bid, arguing that the offer continues to "significantly undervalue" the business and its future prospects.

The regeneration and land development specialist said the offer represents a 17.4% discount to its EPRA Net Disposal Value of £2.148 per share as of 30 June.

Directors also argued that the bid fails to reflect the potential value embedded within Harworth's portfolio, including its growing hyperscale data centre pipeline, industrial and logistics developments, and an ongoing cost-saving programme expected to deliver at least £7.4m of annualised savings by the end of 2028.

Harworth pointed to its portfolio of potential data-centre developments, including accepted power offers totalling 0.8GW and opportunities to expand this to 1.9GW across its land bank. The Rotherham-based company believes these opportunities are not adequately reflected in the offer price.

The board told investors that shareholders who have not accepted the offer should take no action, while those who have already accepted should withdraw their acceptances. It also advised shareholders not to sell shares to Peel Bidco.

In early August, Harworth told shareholders to "take no action" after it received a £582.8m offer from The Peel Group.

Peel Bidco, formally identified in takeover documents as Peel Pepper (UK) Limited, is the special-purpose acquisition vehicle established by the Peel Group to pursue the takeover of Harworth. The bidder is backed by the Peel Group, one of the UK's largest privately owned property, infrastructure and investment groups.



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