But it recommends that today's extraordinary general meeting should accept the original offer from Millington.
Siteserv said that indicative, non-binding proposal was received subsequent to its announcement on 3 April 2012, which stated that, contrary to media speculation, Siteserv had not received a formal approach or offer from Altrad.
The board of Siteserv has, in conjunction with its financial and legal advisers, considered the proposal from Altrad. Siteserv’s board said that it notes that the Altrad proposal is indicative, non-binding, governed by French law and conditional on an exclusivity period of eight weeks. In addition, the Altrad proposal is subject to due diligence and legal contract. “Consequently, and having regard to these factors and the preliminary nature of the proposal, the Board's considered view is that there is no certainty that a legally binding offer at a price and conditions capable of recommendation to shareholders and stakeholders as a whole will emerge,” said Siteserv.
The board also noted that Siteserv has a contract with Millington for the sale of its subsidiaries which it said is conditional only on shareholder approval, Competition Authority approval and certain other conditions which are capable of being waived by Millington or Siteserv.
“Taking all of the above factors into consideration, the Board has unanimously concluded that, based on its clear legal and financial advice and the Board's commercial assessment of Altrad's non-binding indicative proposal, it should proceed with the extraordinary general meeting scheduled for today and maintain its recommendation of the Millington transaction,” it concluded.
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