January 12, 2012 [Feedstuffs] - Westway Group said it had received an unsolicited proposal from an infrastructure investment fund on Dec. 18 and “has determined that it substantially undervalues the Westway Terminals business.”
The offer, which was made contingent upon the consummation of the previously announced proposed transaction to sell Westway Feed Products and certain non-core bulk liquid storage terminals, was for $6.00 per common share, $6.00 for each outstanding Series A Convertible Preferred Share and $1.00 for each outstanding Founder Warrant.
The offer was a 34% premium over Westway’s share price of $4.48 as of close on Dec. 20. The special committee is still reviewing strategic alternatives for the company. The committee said the offer didn’t provide any basis to begin discussions or negotiations, but offered the fund to enter into a customary confidential agreement to permit the fund to see non-public information.
Francis P. Jenkins Jr., Westway’s chairman, stated, “We take our fiduciary duties very seriously and will consider any bona fide acquisition proposal or other transaction that reflects the full and fair value of Westway’s current business and future prospects.”
Westway said Dec. 15 that it had received an unsolicited preliminary offer from ED&F Man, the Company’s largest stockholder, to acquire its Westway Feed Products business and certain non-core bulk liquid storage terminals. James B. Jenkins, chief executive officer of Westway, said his company will evaluate ED&F Man’s offer and determine the course of action that is in the best interests of the company and its stockholders.
