KKR Pushes Smart Metering To Accept £1.3B Bid

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KKR Pushes Smart Metering To Accept £1.3B Bid

Private equity behemoth KKR & Co. LP is making a decisive push for the shareholders of Smart Metering Systems PLC to accept its £1.3 billion ($1.6 billion) takeover offer by the imminent May 7 deadline. Announced in December, KKR’s bid to acquire all shares of the company listed on the London Stock Exchange is nearing its critical final phase.

KKR Pushes Smart Metering To Accept £1.3B Bid : Deadline Approaches for Share Transfer

As the deadline looms, KKR highlighted that after May 7, it will cease to accept further shares, making this the last call for shareholders to participate in the bid. Initially, by March 25, KKR had successfully secured just over 91% of Smart Metering’s shares. This substantial acquisition allows KKR to initiate compulsory acquisition for the remaining shares under U.K. corporate law, which the firm began implementing immediately following the threshold achievement.

Legal Advisors and the Acquisition Process

Legal heavyweights are playing pivotal roles in facilitating this deal. Simpson Thacher & Bartlett LLP and Kirkland & Ellis LLP are providing counsel to KKR and Sienna Bidco Ltd., respectively—the latter being a special entity formed by KKR to finalize this acquisition. On the other side, Smart Metering is receiving legal advice from Hogan Lovells International LLP, with Burness Paull LLP advising on aspects of Scottish law.

Implications for Non-compliant Shareholders

KKR issued formal compulsory acquisition notices to non-compliant shareholders on March 28, signaling the impending transfer of shares to Sienna Bidco Ltd. by the deadline. According to KKR, shareholders who fail to tender their shares by May 7 will see their holdings automatically registered to Bidco, with compensation held “on trust” as per section 981 of the Companies Act.

KKR Pushes Smart Metering To Accept £1.3B Bid : Financial Details of the Takeover

In January, Smart Metering agreed to sell shares to KKR at 955 pence each, following an initial approach with the takeover proposal. This agreement pegged the total valuation of Smart Metering at the £1.3 billion mark, a significant appraisal reflecting the company’s robust position in green energy infrastructure.

KKR’s Strategic Moves and Future Plans

Post-acquisition, KKR plans to delist Smart Metering from London’s alternative investment market and convert it into a private limited company. This strategic shift follows KKR’s move from an initial “scheme of arrangement” to a straightforward takeover offer after assessing shareholder sentiment and opposition.

KKR Pushes Smart Metering To Accept £1.3B Bid : A Focus on Green Energy

Smart Metering, known for installing and managing green energy solutions like smart meters, battery storage systems, and EV charging stations, has been a notable player in the green energy sector since its LSE debut in 2011. This acquisition by KKR not only underscores the increasing value of green energy assets but also highlights the strategic interests of large equity firms in sustainable energy ventures.