Masfen, the investment vehicle of veteran businessman Peter Masfen, emerged as a substantial shareholder in February 2020 when the share price was trading around 25 cents.
Takutai, the vehicle of Vulcan Steel founder Peter Wells, bought into the company in February last year when the shares were trading around 35 cents.
MetroGlass confirmed in a statement to the NZX that it had received an unsolicited, non-binding, indicative proposal (NBIO) from a consortium led by Takutai and supported by Masfen.
“After carefully considering the NBIO (including receiving advice from Jarden and Bell Gully), the board of directors of Metroglass has concluded that the proposal significantly undervalues Metroglass and that it is not in the best interests of the company and its shareholders to progress the proposal,” the company said in the statement.
The statement said the proposal was subject to a number of conditions, including due diligence on an exclusive basis, negotiation and execution of a scheme implementation agreement, and endorsement and support for the proposed transaction from Metroglass’ board of directors.
It noted that the proposal came after Metroglass had recently received confidential enquiries from Masfen and affiliates during May and June 2023 about the possibility of an acquisition.
Metroglass also noted it was continuing to progress a divestment process for its subsidiary Australian Glass Group, and will provide an update on that process in due course.
MetroGlass went public in 2014, selling 143.7m shares at $1.70 each.
Of the $244.2m raised in the initial public offering, $230.5m was used to buy the firm’s assets from its then-owners, private equity firms Crescent Capital and Anchorage Capital.
MetroGlass changed ownership in 2012 after earlier private equity owner Catalyst Investment Managers was ousted by its lenders, who took control of the company when the residential property downturn of the time made it hard for the firm to meet the interest payments on what was a highly-leveraged acquisition.
The shares debuted at $1.75 but have tapered off over the years as the company regularly missed its earnings forecasts.
MetroGlass reported a loss of $10.5m in the March 2023 year on revenue of $263.5m of revenue, writing down the value of its New Zealand business by $10m and wearing $1.9m of restructuring costs on the local operations.
That compared to a loss of $459,000 on revenue of $236.1m.
Metroglass’ annual shareholders meeting is on August 1.
