August 10, 2022

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Lord Rothermere has raised his bid to take Daily Mail and General Trust private by...

Lord Rothermere has raised his bid to take Daily Mail and General Trust private by £35m and said the improved offer for the publisher of the UK’s bestselling daily newspaper is “final”.

DMGT said the offer price, of 270p a share, represented an improvement of 6 per cent from the first bid, proposed last month. It comes after two large institutional investors spoke out against the offer from the Rothermere family, the media company’s controlling shareholders.

To try to push through the deal, the family is exercising an option to adjust the required threshold of shareholder votes. Under the updated terms, the Rothermeres need only to secure 50 per cent support to delist DMGT and investors who are unwilling to sell will be offered shares in the resulting private company.

The cash component of the sweetened offer, made through a family investment vehicle of Jonathan Harmsworth, Viscount Rothermere, compares with 255p in the original bid. It equates to an additional £35m in total for DMGT and excluding dividends gives the company an enterprise value of £885m.

Other terms of the transaction remain unchanged. These include a special dividend, comprising 568p a share in cash and an equity interest in Cazoo, the recently listed online car retailer.

Including the dividends, the new offer values the group at about £2.75bn, down from £2.9bn at the time of the original offer thanks to a decline in Cazoo’s share price.

In a statement on Thursday, the family said the offer was “final and will not be increased” and DMGT said its independent directors considered the terms to be “fair and reasonable”.

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Shareholders who hold a combined stake of almost 42 per cent are backing the deal, DMGT said. Most of the votes were from the Rothermeres, who hold a stake of about 34 per cent. Other votes include Berry Street Capital Management, Maven Investment Partners, Syquant Capital and TIG Advisors.

JO Hambro Capital Management had attacked the first offer as “neither fair nor supportable”. Another large shareholder, Majedie Asset Management, also publicly urged shareholders to reject that offer.

DMGT has been listed in London for almost 90 years and has recently undertaken a radical restructuring, selling a series of assets including the insurance risk modelling business RMS.

The company has been left more exposed to consumer media, with a portfolio of publications including Metro and the i as well as the Daily Mail, Mail on Sunday and MailOnline.

Shareholders have until December 16 to accept the offer.