24th Feb 2026 10:31
(Alliance News) - essensys PLC on Tuesday said it has agreed to a GBP11.3 million cash takeover offer from a company backed by one of its board members.
Shares in the London-based software and cloud service provider to flexible workspace operators fell 8.3% to 16.50 pence on Tuesday morning in London. The stock has plummeted 55% over the past year.
A new vehicle dubbed essensys Bidco Ltd has offered 17p in cash per essensys share. This is about 9.7% above the company's 15.5p share price on November 27, the day before it disclosed takeover talks. Alternatively, essensys investors can opt for one share in the new company for each essensys share held, though these new shares will not carry voting rights. An estimated value for these new shares is expected in a formal offer document.
The acquisition vehicle has backing from Mark Furness, the founder and former chief executive of essensys, now a non-executive director and also its largest shareholder with about 30% interest. Furness is acting in concert with three other backers, and together, they have a combined 37% stake in essensys. The offer has the support of just over 57% of essensys shareholders.
An independent committee, made up of all essensys directors besides Furness, plans to recommend the cash offer, but said it is unable to recommend whether or not shareholders should choose the alternative offer, given "the level of uncertainty" surrounding the new company's shares.
Chair Jon Lee has committed to the cash offer in respect of his entire 0.2% stake in essensys. He is the only essensys independent director with interest in essensys shares, the company noted.
For the deal to proceed, essensys Bidco must declare its offer unconditional, and either acquire, agree to acquire or secure acceptances for 90% of voting rights in essensys.
Lee said on Tuesday: "essensys has built a leading position supporting the global flexible workspace sector through its differentiated technology platform and continued product innovation and the essensys board remains confident in the essensys group's long-term strategic opportunity.
"The essensys independent directors have considered a range of options for essensys's future, in particular both the execution risks and capital requirements associated with delivering the next phase of growth in a public market environment. We believe that the cash offer provides essensys shareholders with a certain value today, while also recognising the strategic merits of the company operating in a private setting. It is our view that private ownership will provide essensys with greater flexibility to focus on long-term strategic priorities, customer delivery and product innovation, without the short-term pressures and reporting requirements associated with being admitted to trading on AIM."
Bidco's Furness commented: "Trading volatility and continued weakness in the company's share price mean that, in my view, essensys cannot sustainably continue as a quoted company in its current form. The costs, constraints and short-term pressures associated with a public quotation are increasingly disproportionate to the company's scale and to the investment required to realise the opportunity ahead.
"I believe essensys now needs to operate as a private company with greater agility, a lower structural cost base and a longer-term horizon. Together with other longstanding investors, we are providing additional capital to strengthen the balance sheet and support this transition," Furness said.
By Holly Munks, Alliance News reporter
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