Inspired PLC on Thursday said it has agreed to a takeover proposal from HGGC LLC, finally snubbing a lower bid from one of its largest shareholders, Regent Acquisitions Ltd.
Palo Alto, California-based private equity firm HGGC will pay 81 pence per share for Inspired, a Kirkham, Lancashire-based energy and sustainability advisor. The offer values Inspired at about £183.6 million, on a fully diluted basis. It is 6.0% higher than the share price close of 76.40p on Wednesday.
It is also 18% higher than Regent’s rival bid for 68.50 pence per share. Back in April, Inspired rejected the offer from Regent, a London-based owner of gas and infrastructure companies, calling it ‘wholly inadequate’.
In May, Inspired received HGGC’s offer for 81p per share, which at the time valued Inspired at £130 million. Inspired shares have climbed since then, and were up 5% at 80.08p on Thursday morning in London.
Gresham House Asset Management Ltd, which owns a majority 29.73% of Inspired, expressed support for the HGGC takeover in May, but Regent said acceptances for its bid had increased to 29.46%. At the end of May, around 38% of Inspired shareholders had signalled support for an HGGC takeover, and on Wednesday, acceptances for Regent’s offer were 29.47%.
As of Thursday, Inspired has confirmed it will tie the knot with HGGC, and has withdrawn its final dividend. The acquisition will be made through Intrepid Bidco Ltd, a company controlled by HGGC and its affliates, which was set up for this purpose.
HGGC said the takeover will expose Inspired to key regulatory and commercial players in the energy adviosry sectory, and help the company ‘evolve into a more integrated solution to manage energy consumption and carbon impact ’.
‘While Inspired has made progress to date, HGGC believes that further strategic focus and investment will be needed to fully unlock its potential,’ Inspired noted.
‘HGGC believes that a majority-control ownership structure offers the most effective platform for this transformation given the ability to focus on long-term strategic goals... For example, Inspired could make targeted investments and pursue mergers and acquisitions to better position itself to capture its growth opportunity.’
Inspired also noted that HGGC plans to utilise debt as capital, and that ‘the level of debt incurred is likely to be above what would be regarded as typical for a public company’.
Shareholders will vote on the takeover proposal at Inspired’s Annual General Meeting on June 27. The deal requires 75% approval from Inspired shareholders.
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