Another senior shareholder has come out against the proposed sale to management of Irish Continental Group (ICG), claiming the bid undervalues the ferry business by as much as 39 per cent.
Shares in the ferry operator have surged after it emerged the company’s board had agreed to a management-led buyout (MBO) of the group for €1.2 billion.
The bid for ICG by chief executive Eamonn Rothwell, who owns 21.7 per cent of the business, and other senior managers, who hold a further 2 per cent of the stock, comes 19 years after a previous failed attempt by Rothwell (71) to lead a buyout.
The offer would see shareholders paid €8 per share, a 28 per cent premium to the closing price of ICG’s stock on July 24th, an hour and a half before the bid was announced.
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Several of the company’s institutional shareholders have, however, written to the company, objecting to the deal and claiming it materially undervalues the business.
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In a letter seen by The Irish Times, Oxy Capital, which has a 1.4 per cent stake, claimed management was attempting to take ICG’s “uniquely valuable mix of infrastructure assets private at a 39 per cent discount ... and at a highly opportunistic time”.
It bases its 39 per cent figure on similar transactions in the sector. Oxy Capital also takes issue with “the unnecessary urgency” of the deal, which it said “prevents shareholders from having an adequate opportunity to discuss their concerns”.
“In our view, rejecting the MBO bid will permit the company, with the benefit of ICG’s H1 [first half of the year] financial results (which in the ordinary course would be published on the day that the shareholder meetings are scheduled to take place), to conduct a formal sale process for the company or explore more sensible strategic options to deliver value to shareholders,” it said.
“These include raising debt to support further investment in the business or making additional share repurchases or distributions to shareholders – harnessing the financial capacity that lenders have clearly demonstrated through their willingness to finance the MBO bid, but which has never previously been deployed for the benefit of public shareholders.”
In its letter, the shareholder said ICG has faced significant recent challenges, including disruptions in the port of Holyhead and the lagged impact of Brexit, but many of these factors have now normalised, “and 2026, even with higher fuel prices, is set to be the cleanest reporting period since 2019″.
On Wednesday, The Irish Times reported that a number of big shareholders in ICG were opposed to the proposed buyout.
They include Marathon Asset Management, which has a 4.1 per cent stake in ICG; 2.1 per cent shareholder Janus Henderson; and Irish businessman Nick Furlong’s Pageant Investments, which holds about 2 per cent of the stock. They are understood to have written to the company voicing their objections to the value of the deal.
Several shareholders maintain that earnings were affected last year by disruption on its principal Dublin/Holyhead route and therefore do not reflect the full benefits of a capacity-sharing agreement with peer P&O on the Dover to Calais route.
In announcing the deal, ICG said it put an enterprise value – including debt and equity – of 9.8 times the group’s earnings before interest, tax, depreciation and amortisation (Ebitda) for 2025.
