Molten Ventures Share Price Fell on Merger With Forward Partners

The Molten Ventures PLC (LON: GROW) share price fell 4.12% after announcing that its board had reached an agreement with the board of Forward Partners Group Plc to merge the two companies via an all-share transaction whereby Molten Ventures will acquire all the issued and to be issued shares of Froward Partners.

The transaction will be executed via a court-mandated scheme of arrangement. Under the terms of this Acquisition, Scheme Shareholders of Forward Partners will be entitled to receive 1 New Molten Share for every 9 Scheme Shares held. This exchange ratio has been carefully structured to ensure a fair and equitable transition for all parties involved.

Based on the Closing Price per Molten Share, which stood at 279.6 pence on the Latest Practicable Date, the Acquisition places an approximate value of £41.4 million on the entire issued ordinary share capital of Forward Partners, considering a fully diluted basis.

Molten has also unveiled plans for a proposed equity raise of approximately £50.0 million through a non-pre-emptive placing (the “Placing”) and subscription (the “Subscription”) of new Molten Shares. The initiative will be complemented by an offer on the PrimaryBid platform of new Molten Shares, termed the “Retail Offer.”

The issue price for these new Molten Shares has been set at 270 pence per share. It's worth noting that BlackRock, Forward Partners' largest shareholder, has provided an irrevocable undertaking to subscribe for up to £25.0 million worth of Placing Shares at the Issue Price, underscoring their confidence in the deal.

The Exchange Ratio implies an offer value of 31.1 pence per Scheme Share. Upon completion of the Acquisition, existing Molten Shareholders will hold approximately 91.2% of the enlarged Molten issued share capital, with Forward Partners Shareholders holding around 8.8%.

In financial terms, the acquisition represents a discount of approximately 7.3% compared to the closing price of 33.5 pence per Forward Partners share on the latest practicable date. 

This agreement marks a significant step forward for both Molten and Forward Partners, with exciting prospects for synergies and growth. The details of this transformative deal showcase both companies' commitment to creating value and opportunities for their stakeholders.

Molten Ventures (GROW) share price. 

The Molten Ventures (GROW) share price fell 4.12% to trade at 270.20p from Friday’s closing price of 281.80p.