The directors of Australian Securities Exchange-listed oyster producer Angel Seafood have backed a takeover proposal from fund manager Laguna Bay.
The firm said its directors unanimously considered a scheme of arrangement by which Laguna Bay would acquire all shares in Angel Seafood it does not already own (except for shares owned by CEO Isaac Halman) for A$0.20 per share to be in the best interests of shareholders.
The deal values Angel Seafood at A$32.3 million ($23.0 million; €20.2 million). Laguna Bay and its associated entities owned 19.9 percent of the company’s shares before its offer became public in December 2021.
The proposed scheme of arrangement represents a 60 percent premium to Angel’s closing share price on December 17 of A$0.125 per share and a 50 percent premium to Angel’s volume weighted average share price over the 30 days prior to December 17 of A$0.133 per share.
Angel Seafood chairman Tim Goldsmith said in a statement to the ASX: “The scheme is an attractive, all-cash transaction. The Angel Seafood board has unanimously concluded that the scheme represents a compelling outcome for our shareholders, customers, suppliers and staff.
“The price is a very tangible measure of the value and quality of Angel Seafood’s position in the industry, and our recent strong performance. At a significant premium, Laguna Bay’s offer provides Angel shareholders with certainty of value and the opportunity to realize their investment in full for cash.”
Angel Seafood bills itself as the largest producer of certified organic Pacific oysters in the southern hemisphere. The firm produces oysters in three bays across the Eyre Peninsula in South Australia, with its facilities covering approximately 43 hectares.
According to its most recent half-year results, Angel Seafood achieved revenues of A$3.6 million for the six months ended June 30, 2021, up 46 percent on the same period a year prior. It also achieved EBITDA of A$1.3 million, up 166 percent, and a net profit after tax of A$489,000, up from a A$160,000 loss.
The scheme of arrangement is subject to approval from shareholders and the Foreign Investment Review Board, with a shareholder vote likely to take place in May.