22nd Jan 2026 14:15
(Alliance News) - Auction Technology Group PLC on Thursday responded to suitor and existing shareholder FitzWalter Capital Ltd.
The auction operator said it wanted "to provide additional clarity and set out facts clearly to shareholders" regarding its Industrial & Commercial, or I&C, division.
Auction Technology said no expressions of interest from FitzWalter moved beyond the exploratory stage and no non-disclosure agreement was signed by either party. Auction Technology said it provided a 10-page presentation based on publicly available information to FitzWalter as a "teach in" on I&C.
It added no formal terms were provided by either counterparty and that it remained fully confident in the prospects of the company.
Auction Technology said: "The board continues to believe it is time for FitzWalter either to make a proposal which reflects fair value for ATG and its future prospects or otherwise allow the business to dedicate its full focus and resources on the execution of its strategy."
Auction Technology on Monday said it unanimously rejected a possible GBP491 million offer from FitzWalter. The indicative offer "fundamentally undervalued the company and its future prospects", it said, and it "strongly" advised shareholders to take no action.
"The board continues to believe it is time for FitzWalter either to make a proposal which reflects full and fair value, or otherwise allow the business to dedicate its full focus and resources on the execution of its strategy," Auction Technology said Thursday.
FitzWalter, which owns around 21% of Auction Technology, believes the London listing's board is continuing to "pursue its own agenda".
"FitzWalter believes that there is inconsistent information between certain shareholders as to the events that culminated in the company's pre-emptive announcement of FitzWalter's possible offer on 5 January 2026 regarding the extent to which the board was considering a disposal of the I&C division and further M&A opportunities," FitzWalter said.
The I&C division has been a point of contention. FitzWalter said earlier this month it "became clear" that ATG did not run a formal sales process for the I&C division, only engaging with one party other than FitzWalter.
Auction Technology said on Thursday: "The board confirms that it has received preliminary expressions of interest to acquire its I&C business. The board, mindful of its fiduciary duties, evaluated those in the ordinary course of business. Such interest did not progress beyond initial discussions. The management team remains committed to actively pursuing its organic growth strategy."
FitzWalter on Thursday set out a timeline concerning its "interactions with ATG regarding the potential I&C disposal and further M&A".
FitzWalter said that back in September, ATG's chair informed that the firm was "considering a proposal to create shareholder value". FitzWalter said it told the chair a day later that it was interested in making a takeover offer. An indicative offer letter followed shortly after.
FitzWalter said that in an October phone call, the chair said ATG "engaged in serious meetings with one third party regarding the potential sale of the I&C division, and that the hope is to announce the disposal at the company's full year results". Results were released in November, though no deal was announced.
FitzWalter said that also in October, it sent a "detailed letter" to ATG setting out why it shouldn't pursue the I&C sales and further M&A.
"We believe all shareholders should have the same information when making decisions in relation to the strategy and judgement of the ATG board. We note the rejection of our most recent possible offer, which continues the board's pattern of failing to engage with FitzWalter in any meaningful way," FitzWalter Partner Andrew Gray said Thursday.
ATG noted that FitzWalter has until the close of play on February 2 to announce if it plans to make a firm offer.
ATG shares were down 3.0% to 329.50 pence each on Thursday afternoon in London. The stock is down 45% over the past 12 months.
By Eric Cunha, Alliance News news editor; updated by Tom Budszus, Alliance News slot editor
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