REG-Renewi plc Renewi plc: Response to Rule 2.8 termination announcement from Macquarie Asset Management

RenewiAnnouncement

26/10/2023 16:31

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   Renewi plc (RWI)
   Renewi plc: Response to Rule 2.8 termination announcement from Macquarie
   Asset Management

   26-Oct-2023 / 16:29 GMT/BST

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   NOT FOR RELEASE,  PUBLICATION OR DISTRIBUTION,  IN WHOLE OR  IN PART,  IN,
   INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A  VIOLATION
   OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

    

    

   26 October 2023

    

    

                             Renewi plc (“Renewi”)

                                        

       Response to Rule 2.8 termination announcement from Macquarie Asset
                                  Management,
         on or behalf of one or more of its managed funds (“Macquarie”)

    

   The Board notes the  announcement from Macquarie  confirming that it  does
   not intend to make an offer for Renewi. As a result, Macquarie is bound by
   the restrictions set out in Rule 2.8 of the Takeover Code.

    

   On 28 September, the  Board confirmed it had  received an unsolicited  and
   highly conditional non-binding all-cash proposal from Macquarie to acquire
   Renewi at 775 pence  per share, which  was rejected on  the basis that  it
   fundamentally undervalued Renewi and its prospects.

    

   The Board  confirms that  yesterday (25  October), it  received a  further
   non-binding proposal from Macquarie with an indicative offer value of  810
   pence per share  (the “Revised  Proposal”). The  Board carefully  assessed
   this Revised Proposal  with its  advisers and also  considered the  recent
   feedback it had received from Renewi shareholders. The Board rejected this
   Revised  Proposal  on  the  basis  that  it  continued  to   fundamentally
   undervalue Renewi and its prospects. In doing so, and reflecting that  the
   Board is open  to all  means of  maximising shareholder  value, the  Board
   conveyed to  Macquarie that  formal engagement  was possible,  subject  to
   price. However, the price level of the Revised Proposal did not provide  a
   basis to provide Macquarie with access to due diligence.

    

   The Board remains confident  in the Company's future  prospects as a  pure
   play market leader in Europe’s most advanced recycling markets and remains
   committed to delivering on its  strategy to realise attractive  profitable
   growth.

    

   Renewi provided medium-term financial targets at the Capital Markets Event
   earlier this month, including delivering profitable organic revenue growth
   of >5% per  annum, high single  digit underlying EBIT  margins, free  cash
   flow1 generation representing  40% of  EBITDA and  ROCE of  over 15%.  The
   Board recognises the  importance of  capital returns  to shareholders  and
   plans to  reinstate a  progressive dividend  policy targeting  sustainable
   growth whilst maintaining cover of 3-4x underlying earnings.

    

   Renewi will report its half year FY2024 results on 9 November 2023.

    

   This announcement has been made without the consent of Macquarie.

    

   For further information:

    

   FTI Consulting, Financial PR Adviser

   Alex Le May, Richard Mountain       +44 20 3727 1340

    

    

   Notes

    

   1 Free cash flow  defined as cash flow  before dividends, growth  projects
   and M&A. Conversion ratio target assumes elimination of legacy cash  costs
   related to  UK Municipal  business, COVID  tax deferrals  and shipment  of
   Mineralz & Water thermally treated soil coming to an end.

    

    

   Publication on website

   A   copy   of    this   announcement   will    be   made   available    at
    1 https://www.renewi.com by no later  than 12 noon  (London time) on  the
   first business day after the date of this announcement. The content of the
   website referred to above is not incorporated into and does not form  part
   of this announcement.

    

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   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   ISIN:          GB00BNR4T868
   Category Code: OUP
   TIDM:          RWI
   LEI Code:      213800CNEIDZBL17KU22
   Sequence No.:  280862
   EQS News ID:   1758639


    
   End of Announcement EQS News Service

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