Buyout offer for Aussie fibre provider Vocus beats previous bids

Vocus has confirmed that it has received another takeover offer, its fifth in less than four years, and its value has apparently increased in that time.

The latest would-be owner of the Australian fibre network operator and service provider is Macquarie, whose Macquarie Infrastructure and Real Assets (MIRA) division and its managed funds, has tabled a A$5.50-per-share, non-binding offer for the company in its entirety. With just over 621 million shares outstanding, that values the company at A$3.4 billion.

Vocus shared details of the offer in response to media speculation and noted that at this stage there can be no guarantee a binding offer will emerge. However, its board has decided to explore the offer and has granted MIRA due diligence access.

Vocus has been here before.

Summer 2017 saw KKR and Affinity Equity Partners separately make $3.50-per-share offers for Vocus and begin due diligence. In August that year, just days after Vocus issued a full-year profit warning, the telco admitted that, despite having indicated support for its ongoing turnaround plan, “the bidders have now advised that they are unable to support a transaction on terms acceptable to the board.” In other words, the company wasn’t worth $3.50 per share at the time…to them, at least.

Almost two years on, private equity firm EQT Infrastructure made an indicative offer of $5.25 per share, but quickly withdrew following due diligence. Then, in June 2019, Australian electricity and gas company AGL Energy tabled a $4.85-per-share cash offer, but quickly ran for the hills when it got a look at the books.

With that potted history in mind, it would be tempting to bet against a deal materialising from this latest – higher – offer from Macquarie.

Times have changed though.

Vocus took a revenue hit at group level in the financial year to 30 June 2020, but there was slight growth in earnings and the firm highlighted in particular a 10% hike in EBITDA at its core Vocus Network Services unit, which serves the enterprise and wholesale spaces.

“More importantly, we are winning quality market share and building strong recurring revenues,” said CEO Kevin Russell on the firm’s earnings call in August. Russell, who is charged with turning the business around after a series of questionable M&A moves a few years ago –  FY2020 was year two of a three-year plan – also noted that Vocus’s average enterprise deal was 24% larger in 2020 than the previous year, while its brand and pipeline is growing stronger, amongst other things. It’s not a complete 180-degree transformation by any means, but there are green shoots there.

It shows in the company’s share price, which shows a wobbly increase from around $3 to $4 over the nine months preceding the Macquarie announcement, and has now jumped to just shy of $5.

That’s still 50 cents or so below Macquarie’s offer though, but that deal, should it go ahead, is as much about the assets Vocus holds – namely its fibre infrastructure – as it is about the minutiae of the turnaround plan. The predictable, long-term returns that investors can reap from infrastructure assets are very much in demand right now, and valuations are buoyant; you only need to look at the towers space for clear evidence of that. And then of course there’s Macquarie’s ongoing deal to buy into Italy’s Open Fiber. This is a good space for investors, and that should help to push through the Vocus deal this time.

If Macquarie walks away though, we might really start to suspect that something is rotten in the state of Victoria.