Link Group’s lawyers were headed to the court on Friday morning with shareholder votes, while Dye & Durham’s camp stewed over its silent treatment for the past 48 hours as FCA fines loom on the deal.
As of Monday morning, Link was expected to show up for its 9:15am allotted time to seek approval on its investors votes for the deal, after pushing out the date twice. The court appearance relates to Dye & Durham’s $4.81 a share offer before the UK Financial Conduct Authority (FCA) fine estimates hit, and has a 98.71 per cent yes-vote from Link shareholders.
Of course things have changed since.
In two iterations over the past ten days, FCA’s told Link Fund Solutions’ (LFS) its Woodford fine is expected to be around £356 million.
The first lot of £306 million spurred suitor Dye & Durham to revise its offer and split its $4.81 a share offer into $3.81 upfront and $1 deferred until Link and FCA reached a settlement for up to two years. Link knocked back the proposal.
A second £50 million arrived on Monday - and it’s been radio silence on the acquisition since.
No talking as drop-dead date approaches
It was hard to get a read on Link’s intentions on Friday morning, as it went to court to seek approval on a deal Dye & Durham’s already said it wants to structure differently aka with a deferred payment.
But Dye & Durham’s camp was frustrated it hadn’t had any engagement with Link over the past 48 hours.
The way the suitor sees it, its $4.81 a share offer (including $1 deferred) has only gotten more attractive for Link shareholder this week as they face an extra £50 million FCA liability. It reckons while there’s no perfect way to bake the liabilities into the deal, splitting it into a deferred component that matches the FCA liability was the most elegant solution it could find.
It was still keen to talk to Link, to see if the two could bed down the long-dragging deal by the September 30 drop-dead date. That’s just a week from now, and the clock’s well and truly ticking.
The world’s changed since Dye & Durham lined up its financing - and a no deal by month end would send it back to the drawing board on financing and Link shareholders back to where they were two years ago.
Link’s shares were halted before market open, pending an update on the scheme of arrangement with Dye & Durham.