The original takeover approach was made public a fortnight ago, with an offer price of 21.00p.
However the situation was immediately mired in controversy, with Media Concierge – already National World’s biggest shareholder – complaining about a lack of engagement, while National World in turn levelled accusations of invoicing irregularities and claimed Media Concierge affiliates were withholding more than £4m in payments.
Today (6 December) National World announced that it had received an improved proposal and ‘final’ offer from Media Concierge that increases the overall bid value by 9.52% to value its entire issued share capital at £61.5m.
“Media Concierge has provided written reassurances to the board of National World regarding its intentions for the company following completion of any such offer and confirmed that it has satisfied in all material respects its confirmatory due diligence requirements,” National World stated.
The improved offer is subject to certain pre-conditions, including “the recommendation of the National World board and the receipt of irrevocable undertakings from the directors of National World in respect of their shareholdings in the company and irrevocable undertakings from certain of National World's largest shareholders, in a form acceptable to Media Concierge”.
National World said its board had concluded that it would be “minded to recommend the proposal” if a firm offer was made to shareholders.
National World and Media Concierge have also agreed to a temporary halt in legal proceedings relating to the invoicing and payment allegations.
Media Concierge reserved the right to revise and increase the terms of its final proposal if there was a better offer from a third-party.
At the end of last month it confirmed that it held a near 26% stake in National World, at 25.99%. Formerly known as Mediaforce, it was one of National World’s original backers.
Media Concierge offers media buying and direct marketing services with a focus on local media. It owns Dublin-based Iconic Media Group, which publishes regional newspapers and has 19 local websites in Ireland.
The group had sales of £113.3m in the year to 30 September 2023 and made a pre-tax profit of £9.1m.
For calendar year 2023 National World posted sales of £88.4m, with a statutory operating profit of £8m (2022: £8.9m) prior to exceptional costs.
Its titles include The Scotsman, Yorkshire Post and Sheffield Star.
National World shares were up 7.37% to 20.40p at the time of writing, after hitting a 52-week high of 21.34p after the initial bid (low: 12.70p).