Benchmark Holdings, the former parent company of Norwegian fish genetics company Benchmark Genetics, is planning to re-register as a private company following the sale.
Benchmark Holdings announced on 25 November 2024 that it was planning to sell the genetics arm of the business to Novo Holdings’ subsidiary Starfish Bidco for an enterprise value of GBP 260 million (USD 350 million, EUR 309 million). In late March, the company announced that the transaction had been successfully completed, which eventually resulted in gross cash proceeds of GBP 194 million (USD 261 million, EUR 231 million).
In an announcement to the Oslo Børs, Benchmark Holdings said the company has since been “assessing how best to return excess capital to shareholders and position the remaining operating businesses for future growth.”
To do that, it is proposing to de-list from the Oslo Børs, re-register the company as a private limited company, provide qualifying shareholders with the opportunity to realize “all or some of their investment” by accepting a tender offer, and providing shareholders who don’t participate in the tender offer the opportunity to remain invested and receive a “planned special dividend following successful implementation of the Tender Offer and the De-Listings.”
According to a letter from Benchmark Holdings Chair Nathan Lane sent to shareholders, since the sale, the company has paid off its green bond, revolving credit facilities, and associated hedging instruments for GBP 87 million (USD 117 million, EUR 103 million). After making those payments and settling costs related to the sale of Benchmark Genetics, the company has net cash reserves on hand of GBP 117 million (USD 158 million, EUR 139 million), and the company plans to return the “vast majority” of those proceeds to its shareholders.
“In addition, the Board is of the view that the cost, management resource, and regulatory burden associated with maintaining the admissions to trading of the Company’s Ordinary Shares on AIM and Euronext Oslo Growth outweigh the benefits of retaining such public quotations, particularly in light of the reduced scale and specialist nature of the residual Group’s operations,” Lane wrote.
The company said the cost to maintain its position on the market totals roughly GBP 2.4 million (USD 3.2 million, EUR 2.8 million) per year, and the legal and regulatory burden is disproportionate compared to the benefits.
