Genex Power announced in an investor update that it has entered into a binding transaction implementation deed (TID) that will pave the way for J-Power to fully acquire the Australian renewables developer Genex Power.
The J-Power offer is by way of a non-binding scheme arrangement pitched at 27.5 cents per share. The offer also contains an alternative takeover offer at 27 cents per share which J-Power proposes to make if Genex shareholders reject the scheme offer.
The scheme offer values Genex’s equity at $380.9 million (USD 246.18 million) and implies an enterprise value of $1,035 million.
J-Power, a 50% joint development partner of Genex for its Bulli Creek solar and battery projects and Kidston stage 3 wind project in Queensland, already holds a 7.72% stake in Genex and also contributes as a lender, extending a $45 million corporate loan facility to Genex last year.
The Japanese company earlier this year made an offer to buy the company for 24 cents per share that was rejected after an independent committee of Genex’s board of directors determined it undervalued the company.
Genex board Chairman Ralph Craven said the committee has now unanimously agreed the new offer is in the best interests of its shareholders.
“The Genex independent board committee is unanimous in its conclusion that the transaction is in the best interests of Genex shareholders as a whole,” he said, noting that the transaction provides an opportunity for shareholders to realise their investment in the developer for cash at a “significant premium.”
The takeover bid requires a minimum 75% supporting vote from Genex shareholders and approval from Australia’s Foreign Investment Review Board.
Genex, which listed in July 2015, said it has a committed portfolio of 400 MW and about 2.3 GW of renewable energy and storage projects in the development pipeline, including the flagship Kidston Clean Energy Hub in north Queensland.
The hub includes an operational 50 MW solar farm and 258 MW of wind power and the 250 MW / 2 GWh Kidston pumped hydro project that is currently under construction. There is also potential for further multi-stage wind and solar projects to be deployed at the site.
Genex also owns the 50 MW Jemalong Solar Project in New South Wales and the 50 MW / 100 MWh Bouldercombe battery energy storage system in central Queensland.