Sydney-based electricity infrastructure owner Spark Infrastructure has accepted a A$5.2 billion ($3.72 billion; €3.18 billion) takeover proposal from a consortium led by US-based manager KKR and Canadian pension fund Ontario Teachers’ Pension Plan.
The company announced it had agreed to a binding offer of A$2.95 per stapled security from the consortium – which also includes Canada’s Public Sector Pension Investment Board – and advised investors to accept the offer “in the absence of a superior proposal”.
The offer was the second revised takeover bid by the consortium for the publicly listed company. An initial bid of A$2.64 per stapled security and a revised proposal of A$2.74 per stapled security were rejected by Spark in July. The consortium initially comprised KKR and OTPP, with PSP Investments confirmed to have joined them earlier this month.
In a statement, the company said: “The board of directors of Spark Infrastructure unanimously recommends that securityholders vote in favour of the schemes at the scheme meetings, in the absence of a superior proposal and subject to an independent expert concluding in the independent expert’s report (and continuing to conclude) that the schemes are in the best interests of Spark Infrastructure securityholders.”
“The consortium has completed due diligence and Spark Infrastructure has now entered into a scheme implementation deed with the consortium.”
According to the statement, the schemes are subject to approval by Spark shareholders at scheme meetings expected to be held before the end of the year. If the schemes are not implemented by 15 February 2022, shareholders will also be entitled to additional cash consideration.
The consortium said: “We are excited to invest in Spark Infrastructure’s leading portfolio of electricity networks and help to advance its mission to provide essential energy infrastructure to the millions of customers across Australia that rely on Spark Infrastructure’s assets.”
“The consortium takes its role as a steward of critical infrastructure seriously and we look forward to working with our partners and stakeholders to support Australia’s energy transition and decarbonisation efforts.”
Spark’s holdings include 49 percent stakes in electricity distribution businesses in Victoria and South Australia, a 15 percent stake in New South Wales-based electricity transmission business TransGrid, and a 100 percent interest in Bomen Solar Farm in Wagga Wagga, NSW.