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Aug 9, 2021
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Morrisons suitor CD&R given more time to make counter offer

Reuters API
Aug 9, 2021

Morrisons suitor, U.S. private equity group Clayton, Dubilier & Rice (CD&R), has been given more time to consider a counter takeover bid for the supermarket group.


Britain's Takeover Panel, which regulates takeover activity, said on Monday CD&R would have until August 20 to announce a firm intention to make an offer for Morrisons or walk away, a so-called "put-up or shut-up" order, extending a previous August 9 deadline.

Morrisons, which on Friday agreed a raised £6.7 billion ($9.3 billion) offer from a consortium led by Softbank-owned Fortress Investment Group, had requested the Takeover Panel set a revised deadline for CD&R.

On Friday, Morrisons also adjourned from August 16 to August 27 the shareholder meeting to vote on the Fortress offer.

Fortress has offered 270 pence per Morrisons share plus a 2 pence a share special dividend and said it "remains committed to becoming the new owner of Morrisons."

However, shares in Morrisons, Britain's fourth biggest grocer after market leader Tesco, Sainsbury's and Asda, closed at 278.8 pence on Friday, indicating investors are hoping for a higher offer.

Analysts have speculated that US giant Amazon, which has a partnership deal with Morrisons, could still enter the fray.

CD&R, which has former Tesco boss Terry Leahy as a senior adviser, had a 230 pence a share proposal worth £5.52 billion rejected by Morrisons on June 17.

Morrisons' board had previously agreed Fortress' 254 pence a share offer worth 6.3 billion pounds on July 3, but major Morrisons investors Silchester, M&G and JO Hambro all indicated it was too low. Hambro said in June that "any offer approaching 270p per share merits engagement and consideration."

For the Fortress offer to pass it needs the support of shareholders representing at least 75% in value of voting investors at the meeting.

The Fortress consortium, which also includes Canada Pension Plan Investment Board, Koch Real Estate Investments and Singapore's sovereign wealth fund GIC, has given assurances that it would retain Morrisons' Bradford, northern England, headquarters and its existing management team led by Chief Executive David Potts and execute its existing strategy. Material store sale and leaseback transactions are not planned.

However, people with knowledge of the situation have said CD&R would also be able to tick those boxes to secure a recommendation from Morrisons' board.

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