The takeover of TT Electronics Plc by Swiss electronics firm Cicor Technologies Ltd has been amended after a major shareholder said it would reject the £287 million deal.
DBAY, which owns a 16.5% stake in TT and saw three takeover bids of its own rejected, said recently that it is “not supportive of the acquisition”, which was for 100 pence in cash plus 55p in Cicor shares.
Now the boards of Cicor and TT have revised the terms to give shareholders the option of cashing out their shares in TT in entirety.
“The revised offer follows constructive engagement with the TT directors and TT’s major shareholders. While Cicor firmly believes that the original offer represented full and fair value for TT, it acknowledges the concerns of some TT shareholders that cannot, or otherwise do not wish to, hold Swiss-listed shares,” said TT.
Any shareholder who cashes out their shares in entirety will receive 150p per share, while the original deal is effectively still available to those who wish to take a stake in Cicor.
At the end of October, TT said DBAY “may have a different agenda to other TT shareholders”, given the three offers it rejected for 122p per TT share then 127p then 130p.
Cicor is a global provider of full-cycle electronic solutions for the healthcare technology, industrial, and aerospace & defense sectors. TT, listed on the London Stock Exchange, is a provider of engineered electronics for ‘performance critical’ applications.
TT shareholders are expected to vote on the transaction in December 2025. The offer has the full support of the board at TT, which has gone through operational and some leadership changes in recent months, and revealed plans to close its site in Texas in June.
TT, in revealing the Cicor deal last month, stated: “There remain several challenges and the overall market is impacted by tariff related order delays, some end market weakness and an uncertain macroeconomic outlook.
“Against this background, the TT directors remain confident in the long-term prospects of the business. However… investor sentiment in the UK public markets, particularly towards companies with market capitalisations of a smaller scale, remains subdued and is set against a backdrop of elevated geopolitical and macroeconomic volatility.
“Accordingly, the TT directors consider that the prospect of a sustained and material re-rating of TT Shares in the near term is limited.”
The transaction requires approval by TT shareholders representing more than 50% by number and 75% by value of those voting. No shareholder approval is required from Cicor.
The deal would see TT de-list from the London Stock Exchange, with the combined group remaining its listing in Switzerland. Eric Lakin (pictured), CEO of TT, is expected to join the combined group management team.
The enlarged Cicor Group will operate an agile and competitive platform through the combination of TT’s global manufacturing footprint across North America, the UK, China and South-East Asia, and Cicor’s base across the UK, Europe, China and South-East Asia.
The firms said the acquisition presents a significant opportunity in the US to leverage TT’s manufacturing sites and Cicor’s operational expertise to accelerate revenue growth in the United States.