17th Aug 2021 12:30
(Alliance News) - TP Group on Tuesday revealed Science Group PLC's latest takeover proposal was worth 5.8 pence per share, as it "unanimously rejected" the "opportunistic, conditional and unsolicited" proposal.
Science Group on Monday had criticised TP Group for being "obstructive" after it made several approaches about a possible takeover or strategic investment. The company did not reveal the price of the offer, but said it was a "significant premium" to TP Group's 3.9p closing price on August 6.
A 5.8p-per-share offer is worth around GBP45.2 million - but TP Group said that "significantly undervalues" the company and its prospects as a standalone business, as it implements a new strategic plan and cost cuts.
Shares in TP Group were little changed at 5.10p in London on Tuesday afternoon. Science Group was up 3.2% to 459.00p.
Cambridge-based Science Group provides research and regulatory consultancy services, as well as developing chips and software for digital radios. TP Group is a software consultant based in Reading.
"The challenges that TP Group has faced over the last 18 months, alongside many other companies as the Covid-19 pandemic has continued, are well documented but are largely behind us. In David Lindsay, we have a new CEO leading the company and a plan for growth," Chair Andrew McCree said.
TP Group on Tuesday hit back at Science Group's statements, saying they were "incorrect and misleading" to refer to a qualification in the independent auditor's report in the 2020 results. "TP Group received an unqualified audit opinion from its auditor," TP said.
That was in response to Science Group pointing out a statement featured in the results, which said "a material uncertainty exists which may cast significant doubt on [TP Group's] ability to continue as a going concern."
Furthermore, TP Group said it has not received any evidence that Science Group would be able to fund a deal from its existing resources, and that the "clear operational synergies" it mentioned do not exist.
But TP Group will have to convene a general meeting after Science Group, which owns a 10% stake, called for one to replace two directors. "Further information will be provided to shareholders in due course," TP said.
TP Group added that it is still open to offers for its Maritime division, after earlier bids did not meet its valuation. "Any future disposal proceeds could potentially be used to reduce bank debt, fund a special dividend to shareholders and provide growth capital to be invested in TP Consulting," the company said.
By Ivan Edwards; [email protected]
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