Cyan will acquire MMA’s shares through a scheme of arrangement and if the Scheme is implemented, MMA shareholders will receive A$2.60 ($1.70) per MMA share held, which values MMA at around A$1.03bn ($612m)
Cyan MMA to acquire MMA Offshore. (Credit: FUJIDUDEZ on Unsplash)
Cyan MMA has implemented a binding Scheme Implementation Deed (SID) to purchase 100% shares of Australian offshore supply vessel (OSV) operator MMA Offshore, for a total of $612m.
Cyan is a subsidiary of Singapore-based offshore wind vessel maker Cyan Renewables, owned by an infrastructure fund, Seraya Partners.
Under the terms of the binding Scheme Implementation Deed (SID), Cyan will acquire MMA’s shares, through a scheme of arrangement with MMA and its shareholders.
If the Scheme is implemented, MMA shareholders will receive A$2.60 ($1.70) per MMA share held, which values MMA at around A$1.03bn ($612m) on a fully diluted basis.
The transaction price represents an 11% premium to the closing share price of A$2.35 per MMA share and a 20% premium to the 30-day VWAP of A$2.16 per MMA share on 22 March 2024.
MMA chairman Ian Macliver said: “There has been increased interest in MMA as our strategy to diversify our operations and deleverage the business, together with our improved earnings, has seen the share price rise more than 80% over the past 5 months.
“We have been in discussions with Cyan since October 2023 and the Board has now reached the required level of confidence to enter into the Scheme Implementation Deed.
“We believe Cyan’s offer provides compelling value for MMA today, representing a 31% premium to the 90-day volume weighted average share price, a 91% premium to the Company’s net tangible asset value and a 7.7x earnings multiple based on annualised first-half FY24 EBITDA.”
Cyan will retain MMA’s workforce and will use and grow MMA’s expertise, assets, and operating model to expand further into offshore wind support services.
The company will continue to provide its comprehensive suite of marine and subsea services to existing clients in the offshore energy and wider maritime industries.
MMA’s Board of Directors unanimously recommended the MMA shareholders vote in favour of the scheme, in the absence of a superior proposal.
The transaction is subject to the conclusion of an independent expert in their Independent Expert Report, that the Scheme is in the best interests of MMA shareholders.
Macliver added: “The MMA Board believes that the Scheme is in the best interests of shareholders, providing certainty in the form of a cash payment to shareholders while removing the risks associated with operating in a cyclical industry.
“Cyan intends to retain MMA’s workforce, clients, sites and contracts and to invest capital in growing the business.
“MMA provides Cyan with exposure to Asia and, importantly, Australia as Cyan pursues equity investment to create a leading global energy transition-focused offshore marine business.”