, the largest shareholder in Atlas Arteria with a 35.68% stake, has launched a hostile A$6.9bn (€4.2bn) bid to acquire the remaining shares of the Australia-listed toll road operator, which owns assets in France, Germany and the US.

IFM Investors has offered to acquire the remaining shares of Atlas Arteria for A$4.75 per security in cash, representing a 9.7% premium to the last closing price, with a provision to increase the offer to A$5.10 should its total interest reach at least 45% before the bid closes.

The offer came from Diamond Infraco, an investment unit of IFM Global Infrastructure Fund, which holds a 34.48% stake in Atlas Arteria. Other IFM funds own another 1.21%, giving IFM Investors total voting rights of 35.68%.

Atlas Arteria has established an independent board committee to consider the offer which would update shareholders in due course.

Atlas Arteria owns a 30.8% interest in the 2,424km motorway network located in France and a 100% of the Warnow Tunnel in the north-east city of Rostock in Germany. Its assets in the US include a 66.67% interest in the Chicago Skyway, in Chicago and has 100% of the economic interest in the Dulles Greenway, a 22km toll road in Virginia.

In a statement, Diamond told shareholders that Atlas Arteria had underperformed across several key operational areas, including failure to deliver any increase in distributions over the last four years, a significant increase in corporate costs, and failure to achieve toll rate increases or any amendments to the Dulles Greenway concession framework in the US.

β€œAtlas Arteria has recently indicated that it is actively looking at new M&A opportunities with funding flexibility. This is a material change from Atlas Arteria’s previous position, which explicitly ruled out equity funding in relation to new opportunities. This is also a change to Atlas Arteria’s position adopted post the Chicago Skyway acquisition in 2022, that it was not pursuing M&A, other than growth opportunities directly related to or in proximity to its existing businesses.

β€œBidder has made known to the Atlas Arteria Board and management its strong concerns about this recent change in strategic direction to pursue M&A more broadly. Bidder wishes to avoid a repeat of what it regards as the shareholder value destruction associated with the Chicago Skyway acquisition in 2022,” according to the statement.

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