National Express Group PLC (LSE:NEX) said its final offer for an all-share combination with Stagecoach Group PLC (LSE:SGC) is a 7% premium to the rival offer from Germany’s DWS.
DWS said so far it has received 30.36% acceptance for its 105p per share offer as of 3pm on Friday 13th May, which includes its 0.046% stake and the 16.99% stake owned by its PEIF III Bidco vehicle.
Confirming a final exchange ratio of 0.36 times, National Express said this represents a current value of 90p per Stagecoach share, based on the last closing price of National Express shares of 250p.
The FTSE 250-listed group argued that, based on expected synergies, its offer provided an illustrative look-through value of around 113p per Stagecoach share, a 7% premium to the DWS offer.
Based on the 0.36 ratio of both National Express closing share price and Stagecoach's of 104.6p, it said this represented a premium of 30% to its value as at close of business on 8 March, which was the last business day before the DWS offer.
Taking into account expected synergies and National Express's 12-month volume-weighted average price, it suggested a combination would "[unlock] an illustrative look-through value of up to approximately 174p per Stagecoach share, a 66% premium to the DWS offer".
Stagecoach in March withdrew its backing for the proposed combination with National Express, which values Stagecoach at £445mln, and instead switched support to the £595mln German offer.
The Birmingham-based group said it believes the DWS offer “materially undervalues Stagecoach and the compelling prospects of the sector amidst the ongoing recovery in public transport volumes towards pre-pandemic levels and the longer-term potential for modal shift”.