(Bloomberg) -- Advent International and Centerbridge Partners increased their takeover offer for Aareal Bank AG to 1.86 billion euros ($2.1 billion) in a bid to win over key shareholders before the acceptance period runs out on Feb. 2.
The private equity firms are now offering 31 euros a share, 7% more than the original bid, according to a statement on Wednesday. That’s their “best and final” offer, the companies said. Aareal Bank shares were 0.3% higher at 10:30 a.m. in Frankfurt trading.
Major investors Teleios Capital Partners and Petrus Advisers had rebuffed the initial offer over diverging views on valuation, threatening to derail the deal even after Advent and Centerbridge extended the offer period and lowered the minimum acceptance threshold last week.
Teleios, which holds a 6% stake, said on Wednesday it is not impressed by the improved bid. “We believe this token increase still represents a sweet deal for Advent and Centerbridge and a lousy one for shareholders, who should hold out for fair value,” Adam Epstein, Co-Founder of Teleios, told Bloomberg in a written statement.
A key point of contention was the lender’s software arm, known as Aareon AG, whose value the investors said wasn’t reflected in the offer price.
Aareal resisted Petrus’s previous calls to pursue a full sale of Aareon and instead sold a minority stake in the unit to Advent, which then went on to make a play for all of Aareal with a partner. Advent regards the software business as a potential candidate for an initial public offering in the future, Bloomberg News reported previously.
Petrus, which said it has a 16% interest in Aareal, estimates the fair value of Aareal’s Aareon stake alone at about 19 euros to 26 euros per Aareal share. Aareal owns 70% of the asset, after selling 30% to Advent.
Aareal Bank last week warned that a spinoff of Aareon would jeopardize plans to increase the value of the unit. It would also be subject to a statutory five-year secondary liability, which would likely have a significant impact on its value, the lender said.
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(Adds Teleios statement in 4th paragraph.)
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