Recent Deal
Wogen PLC – Scheme of Arrangement
Metal trader Wogen PLC (AIM: WGN) has been bought by its management in a deal which valued the Company on a fully diluted basis, at about £19.3 million. The management team initially tabled a 36p offer on June 11 2009, but this was raised to 41p a fortnight later.
The approach was made by the executive directors of the Company and co-founder Colin Williams in respect of the issued share capital of the company not currently owned by the management team, and connected persons. The team, led by Damian Brousse, controlled approximately 61% of Wogen’s capital.
Lance Feaver (Lead Partner) and David Bennett (Partner) of Marriott Harrison acted for the Independent Directors of Wogen plc.
Commenting on the transaction Lance Feaver said “Wogen Management has acquired, through Sanctuary Partners Limited, the entire issued share capital of Wogen plc by means of a Scheme of Arrangement. As a result of the Scheme becoming effective in early October, the Company has now been delisted from AIM. This is an example of a continuing trend for recommended offers to be structured as schemes, rather than relying on the more traditional offer document, as the certainty that a scheme provides is attractive to a bidder”.
Canaccord Adams advised the Independent Directors (Simon Bridges); David Bolton & Associates provided legal advice to the Management Team and Sanctuary (David Bolton); while Andrew Thornton (Counsel: Erskine Chambers) represented Wogen plc.
Lance Feaver, David Bennett, MH Corporate
Corporate International
Volume 5, Issue 4
29/10/2009