Last year, Saverex failed to take Exmar private in two attempts.
According to a statement by Exmar on Tuesday, Saverex intends to launch a new voluntary and conditional public takeover bid for all shares of Exmar not already owned by it or persons affiliated with it.
The bid would be made in cash at a price of 11.50 euros ($12) per share.
This price represents a premium of 38.6 percent to the closing price of Exmar as at November 29, 2024.
According to the statement, the price per share would imply a premium of 46.4 percent, 37.1 percent, 40.5 percent and 50.8 percent respectively over the one-month, three-month, six-month, and twelve-month volume weighted average prices (VWAP) of the Exmar share on the regulated market of Euronext Brussels.
The bid price will be reduced on a euro-for-euro basis by the gross amount of any additional distributions by Exmar to its shareholders with a payment date falling after the date of this announcement and before the settlement date of the bid.
15.44 percent in Exmar
Saverex is the controlling shareholder of Exmar and it curently owns 48,346,694 shares or 81.25 percent in Exmar, according to the statement.
Exmar, which is considered a person affiliated with Saverex, holds 1,956,013 treasury shares or 3.29 percent.
Nicolas Saverys, the executive chairman of Exmar, holds 7,924 shares in Exmar or 0.01 percent.
The bid would thus relate to the remaining 9,189,369 shares or 15.44 percent in Exmar, the statement said.
With the price of 11.50 euros per share, the bid is worth 105.7 million euros ($111 million).
The bid would be made subject to a number of conditions, including an acceptance threshold of 95 percent and customary material adverse change protection.
“If, following the bid, Saverex and persons acting in concert with it hold at least 95 percent of the shares in Exmar and have acquired, by means of acceptance of the bid, at least 90 percent of the shares that are subject to the bid, Saverex intends to launch a simplified squeeze-out bid,” the statement said.
Saverex has informed the board of directors of Exmar about its intentions to launch the bid.
“Subject to review of the prospectus, the board of directors of Exmar unanimously supports and recommends the bid,” the statement said.
In December last year, Exmar appointed Carl-Antoine Saverys as its new chief executive officer.
Carl-Antoine Saverys (born in November 1989) is the son of Nicolas Saverys.
Exmar recently revealed it is working to develop new floating liquefaction and regasification projects.
The company operates a fleet of more than 40 gas carriers, including newbuilds, and owns the 26,000-cbm barge-based FSRU Eemshaven LNG, which serves the Dutch LNG hub in Eemshaven.
