BRCK Group Plc (LON:BRCK), the AIM-listed distributor of building materials, said on Tuesday that it had turned down a 65 pence-per-share cash proposal from Atlas LLC on the grounds that the approach undervalued the company. The board said the non-binding proposal was unsolicited and that it had been rejected unanimously.
At 04:30 ET (08:30 GMT) on Tuesday, BRCK shares were trading at 53.40 pence, a gain of 30.2% for the day, after earlier rising as high as 59 pence. Despite the jump, the stock remained below the 65 pence indicative price put forward by Atlas.
The company said the proposal had been submitted on March 17 and was rejected on March 23. BRCK noted that it had previously provided limited information to Atlas under a non-disclosure agreement following an earlier indicative proposal.
"The Board remains fully confident in BRCK’s prospects as an independent company," the company said.
To foster potential further engagement, BRCK said it would supply "some limited further information" to Atlas with the aim of encouraging a revised, improved proposal. The board added that any deeper due diligence would only proceed if Atlas agreed to terms that the board would be minded to recommend to shareholders.
The 65 pence figure represents a roughly 58% premium to BRCK's previous closing price of 41 pence on March 30. The company noted that its shares had traded broadly in the low-40 pence range through much of March.
Under UK takeover regulations, Atlas has until April 28 to either announce a firm intention to make an offer or withdraw, unless that deadline is extended with the consent of the Takeover Panel. BRCK disclosed that it has 322.1 million shares outstanding.
Market participants will watch developments through the end of April for any change in position from Atlas and for any follow-up that might arise from the limited additional information BRCK intends to provide. The immediate market reaction reflected investor interest in a potential takeover while also responding to the board's view that the initial proposal did not reflect the company's valuation.
Summary - BRCK has publicly rejected an unsolicited cash approach from Atlas, will provide constrained additional information to encourage an improved offer, and has highlighted that any comprehensive diligence would require acceptable terms. The company emphasized confidence in its standalone prospects while noting statutory timelines that apply to the takeover process.