The voluntary public offer by Metlen PLC for the acquisition of 100% of Metlen S.A. is currently underway, involving a one-for-one share exchange, ahead of Metlen PLC’s listing on the London Stock Exchange.
The goal is to gather at least 90% of the share capital so that Metlen PLC can proceed with a squeeze-out process — meaning it will acquire the remaining Metlen S.A. shares not tendered during the public offer, either via share exchange or by offering €39.62 per share.
The squeeze-out is crucial for Metlen’s management, as it will prevent the existence of two publicly traded entities — Metlen S.A. in Greece and Metlen PLC in both the UK and Greece (via secondary listing) — and eliminate the risk of arbitrage on the share. However, to proceed with the squeeze-out, Metlen must secure at least 90% ownership. So far, Evangelos Mytilineos (21.59%) and Fairfax (8.34%) have committed to tendering their shares, totaling 29.93%. Therefore, Metlen needs another 60.08% to cross the 90% threshold. Retail investors hold 25% of Metlen S.A., and the remaining 45% is held by domestic and foreign institutional investors.
The public offer closes on July 25, and Metlen PLC shares will begin trading in London and Greece on August 4. From July 25 to August 3, shareholders who tendered their Metlen S.A. shares will be unable to trade them. Only the shares not tendered will remain listed on the Athens Stock Exchange, though they are expected to have virtually no liquidity.
If the 90% threshold is met, the squeeze-out will be initiated around October, after which Metlen S.A. shares will be delisted from the Athens Stock Exchange.
In the unlikely event the 90% is not achieved — analysts see this as a low probability — the public offer will be repeated.
Regarding the choice of depository (Greek or UK), analysts at Eurobank Equities suggest that the UK depository may suit investors with accounts abroad. However, the Greek depository is preferable due to no currency risk (as the stock will trade in euros in both London and Athens) and lower costs compared to foreign depositories.
As previously reported by BD, Metlen PLC’s inclusion in the FTSE 100 will be assessed in September, and if it meets the criteria, it will be added to the index then — not immediately upon listing on August 4.
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