Wincanton has told Eddie Stobart Logistics' stakeholders to "take no immediate action" following news that ESL has agreed a conditional sale to private equity firm DBAY Advisors.
Wincanton is still running the rule over a possible merger of its own with ESL and undertaking a due diligence exercise on its assets.
Under the terms of the sale proposal, DBAY would acquire a 51% stake of ESL, with existing shareholders having a 49% interest. It is also proposing an injection of approximately £55m of financing into the group's operations to “be used to provide necessary liquidity.”
The proposed takeover is subject to shareholder approval, with a general meeting scheduled for around 2 December.
But in a London Stock Exchange update, ESL also revealed it is expecting a loss of at least £12m when its delayed half-year results are finally published.
Responding to these revelations, Wincanton interim group company secretary, Lyn Colloff said: "Eddie Stobart owes it to all its stakeholders to prioritise urgent financial disclosure by its auditor to enable an informed decision on the value of any possible transaction.
"Consistent with Eddie Stobart's announcement this morning (15 November), there is still no visibility on when Eddie Stobart's auditor's review may be complete and in the absence of such information Wincanton believes neither it, nor Eddie Stobart's shareholders, can make an informed decision on the value of any possible transaction.
"Wincanton is confident that any potential proposal made by the company to the board of Eddie Stobart would be attractive to all of Wincanton and Eddie Stobart's stakeholders and that a combination of the two businesses would be more compelling to Eddie Stobart shareholders than the proposal announced by Eddie Stobart and DBAY Advisors Limited this morning.
"As such, Wincanton urges Eddie Stobart's shareholders to take no immediate action in relation to the DBAY Proposal, and requests that Eddie Stobart and its auditor prioritise the release of critical financial disclosure.
"There can be no certainty any offer will be made by Wincanton, nor as to the terms of any such offer, and a further update will be provided in due course."
Read more
- Eddie Stobart Logistics agrees conditional rescue deal with DBAY Advisors as debts rise to £12m
- Wincanton mulls merger with Eddie Stobart Logistics
- DBAY Advisors offers to buy controlling stake in Eddie Stobart Logistics and inject £55m of financing
Wincanton said its ongoing due diligence on ESL is "focused on achieving assurance as to the underlying profitability, balance sheet and cash flow; cost saving opportunities; and the funding of working capital requirements on a short- and medium-term basis".
"The company's ability to deliver any firm offer primarily remains contingent upon the provision of outstanding due diligence, including critical forecast information required to assess Eddie Stobart's ongoing liquidity position and the finalisation of the ongoing accounting review by Eddie Stobart's auditor."
The statement also revealed Wincanton is now required, by not later than 5pm on 27 November 2019, to either announce a firm intention to make an offer for Eddie Stobart or walk away.
