Delisting Ahead, Control Consolidated
With Dbay already holding 28.51% of Anexo’s shares and the founders collectively owning around 34%, the bidders now possess a controlling majority. They plan to delist Anexo from AIM and re-register it as a private entity, targeting a closure date of September 30.
Although the acquisition marks a pivotal shift for Anexo, not all advisors are applauding.
Adviser Rebuke Over Litigation Value
Anexo’s financial adviser, Grant Thornton, has refused to back the offer as “fair and reasonable,” citing concerns about the undervaluation of future litigation potential—specifically the company’s diesel emission claims against automakers allegedly using “defeat devices” to cheat emissions tests.
Anexo itself noted that a favorable outcome in this legal campaign could significantly boost revenues, cash flow, and profitability. However, the timing, certainty, and size of any such windfall remain elusive.
Alternative Offer: Stay Involved, Lose Control
Shareholders also have the option to trade each Anexo share for one non-voting B ordinary share in Midco, Alabama Bidco’s parent. This route allows investors to stay tied to the company’s economic journey—but it comes at the price of increased risk and zero governance influence.
Despite the turbulence and mixed reactions, Anexo declined to elaborate beyond its official statements. Dbay Advisors did not respond to requests for comment.
As the September deadline approaches, the Anexo Dbay suit promises to remain a flashpoint in the ongoing debate over shareholder equity, private takeovers, and the often underestimated value of unresolved litigation.
