Gilbert + Tobin is pleased to announce that it is advising SAI Global Limited (SAI) on the recommended scheme proposal from Casmar Holdings Pte. Limited, an entity controlled by Baring Private Equity Asia (Casmar).

SAI and Casmar today announced that they have entered into a binding scheme implementation deed.  If implemented, the transaction will result in Casmar acquiring all of the shares in SAI for $4.75 per share, a 35% premium to SAI’s 5-day VWAP.

The offer price represents an implied market capitalisation for SAI of $1.079 billion and an implied enterprise value of $1.237 billion.

SAI’s directors have unanimously recommended that SAI shareholders vote in favour of the scheme in the absence of a superior proposal and subject to the independent expert concluding that the scheme is in the best interests of SAI shareholders.  The deal is subject to customary conditions including approval by SAI shareholders and the Court.

Gilbert + Tobin’s team was led by M&A partners John Williamson-Noble and Tim Gordon and lawyers Chris Morse and Alice Pailthorpe.

Tim Gordon commented:

The proposed acquisition by a leading Asian private equity fund recognises the quality of the business that has been built by SAI. We are delighted to be working closely with SAI’s Board and management on such a milestone transaction for SAI and its shareholders.”

The Gilbert + Tobin team also acted for SAI on its strategic review following the approach by private equity players in 2014.

SAI is a provider of risk management products and services to businesses worldwide and employs more than 2,000 people across 29 countries and 51 locations across Europe, North America and Asia. Baring Private Equity Asia is one of the largest and most established independent alternative asset management firms in Asia, advising funds with total committed capital of over US$10 billion.

Gilbert + Tobin’s M&A team consistently advises on the largest deals in the market including the A$12.6 billion bid for Asciano, Australia’s largest 2016 M&A deal to date, as well as the A$10.2 billion TransGrid deal. In 2015, the M&A team acted on four of the five largest M&A deals announced in Australia.

Expertise Area
Media Contact