Australian software firm accepts Archer, HarbourVest deal

MYOB’s board has approved the terms of an amended take-private offer that values the company at A$450m, A$13m more than the previous offer. It is the third offer since May.

The board of Australian software company MYOB has approved an amended offer from Archer Capital and HarbourVest Partners, just a little over a week after it recommended its shareholders reject the firms' prior take-private offer.

The company said in a statement that the restructured offer valuing the company at A$450 million ($302 million) provides greater flexibility to MYOB shareholders.

While the Archer-led consortium, called Manhattan, is now offering less cash per share to shareholders, MYOB shareholders will still be better of due to a fully franked dividend of 8.15 cents per share that MYOB will pay. That dividend represents a value equivalent to 11.64 cents per share grossed up through credit.

According to the previous offer, Manhattan was willing to pay $A1.12 per share. Now, if a minimum acceptance condition of 50.1 percent is satisfied, shareholders will receive A$1.0564 per share including the dividend and credit. If, however, the acceptance level reaches 90 percent or more, Manhattan will pay shareholders A$1.1564 per share, comprising of A$1.04 in cash and a dividend of 8.15 cents, representing a value of 11.64 cents.

If shareholders buy into the 90 percent acceptance facility, there is no risk of them receiving a lower price as they can choose to keep their shares. Other shareholders may choose to accept the lower offer if a 90 percent acceptance level is not met.

MYOB will be valued at A$450 million if the 90 percent acceptance level is met.

The new agreement “allows shareholders to gain a higher price for their shares without risking being forced into accepting the lower price”, Simon McKeon, chairman of the MYOB board, said in a statement.

This is Archer's third offer to de-list the company. Its first offer of A$1.90 per share was rejected by MYOB in May.

MYOB shares were last trading at A$1.065.