Renishaw has announced that Sir David McMurtry and John Deer, Executive Chairman and Non-Executive Deputy Chairman, respectively (together, the “Founders”) have indicated to the Board their intention to sell their very substantial shareholdings in Renishaw. Together, the Founders (and certain persons connected with them) own approximately 53% of the issued share capital of the Company and have expressed a preference for the disposal of their entire combined shareholding.
The Board has considered various options with its advisers. In considering these options the Board, including the Founders, has had regard to the interests of all the Company’s stakeholders. The Board has unanimously concluded that it would be appropriate to investigate the sale of the Company and is therefore launching a formal sale process for the Company.
The Board intends to seek a buyer who will respect the unique heritage and culture of the business, its commitment to the local communities in which its operations are based, and who will enable the Company to continue to prosper in the long-term.
Since its foundation in 1973, the Company has grown into one of the world’s leading engineering and scientific technology companies, with expertise in precision measurement and healthcare. At the heart of everything the Company does lies a culture of innovation and a fundamental belief that success comes from patented and innovative products and processes, high quality manufacturing, and the ability to provide local customer support in all its markets around the globe. This has resulted in a long-term track record of strong operational and financial performance, bringing significant economic and social benefits to its local communities.
UBS is acting as sole financial adviser and corporate broker to the Company in relation to the sale process.
The Takeover Panel has agreed that any discussions with a third party will take place within the context of a ‘formal sale process’ as defined in The Takeover Code (the “Code”) in order to enable conversations with parties interested in making such a proposal to take place on a confidential basis.
Parties with a potential interest in making an offer for Renishaw should contact UBS. Any interested party will be required to enter into a non-disclosure and standstill agreement with the Company on terms satisfactory to the Board and on the same terms, in all material respects, as any other interested parties, before being permitted to participate in the process. The Board reserves the right to reject any approach or terminate discussions with any interested party or participant at any time.
Neither the Company nor the Founders are currently in discussions with any potential offeror or in receipt of a possible offer for the Company or for the shareholdings in the Company of the Founders (and certain persons connected with them) as at the date of this announcement.
The Board reserves the right to alter any aspect of the process or to terminate it at any time and will make further announcements as appropriate. There can be no certainty that any offer will be made for the Company, or even proposed, or as to the terms of any proposal or offer that may be made.
Sir David McMurtry, Executive Chairman of Renishaw, and John Deer, Non-Executive Deputy Chairman, commented: “We are both grateful for our continued good health, however we recognise that neither of us is getting any younger. Now finding ourselves in our 80s, our thoughts have increasingly turned to considering the future of our shareholdings in the Company and how we can actively contribute to securing the future success of the business. With that in mind, we approached the rest of the Board to indicate that we felt the time was now right to discuss the best way to achieve this.”
“As the founders of Renishaw, we understand the importance of Renishaw’s culture, our place in the communities in which we operate, our commitment to research and development, and the loyalty of our staff, our suppliers, and the customers we serve; these together have been the foundation of our success for almost 50 years. With the Board, we are therefore focused on ensuring that we find the right new owner for our business – one who respects and will continue to nurture these important attributes.“
Sir David Grant, Senior Independent Non-Executive Director at Renishaw, commented:
“David and John have been exceptional stewards and majority holders of Renishaw as evidenced by the Company’s long-term track record of innovation, success and value creation. Following the indication from David and John that they would like to sell their shares, my fellow directors and I have thoroughly considered various alternatives in partnership with our advisers. In considering these options the Board, including David and John, has had regard to the interests of all the Company’s stakeholders. The Board has unanimously concluded that it would be appropriate to investigate the sale of the Company and is therefore launching a formal sale process.”
“The Board intends to seek a buyer who will recognise the value of Renishaw as an innovation-led business and respect the unique heritage and culture of the business, its commitment to the local communities in which its operations are based, and who will enable the Company to continue to prosper in the long-term.”
For more information: www.renishaw.com