Madison Dearborn closes in on deal with IPL Plastics
US private equity firm in advanced talks with the Irish-Canadian firm
US private equity firm Madison Dearborn is in advanced discussions with Irish-Canadian company IPL Plastics regarding a possible take private, the Sunday Independent understands.
A substantial premium on the current share price of CA$5.16 (€3.36) would be required to get any deal over the line.
The shares, which are listed on the Toronto Stock Exchange, are down more than 60pc from its listing price of CA$13.50 two years ago.
As previously reported in the Sunday Independent, IPL Plastics, formerly known as One51, had approaches from a number of private firms earlier this year. The other interested parties are believed to have been Capvest, which is led by Cavan man Seamus Fitzpatrick, and Apollo, a US private equity giant.
IPL is being represented by Bank of Montreal.
Sources said that talks with Madison Dearborn had intensified in recent weeks.
IPL Plastics was unavailable for comment while Madison Dearborn declined to comment.
Earlier this year, disgruntled Irish shareholders were told by the company that it was working on a ‘liquidity solution’.
However, there is growing dissatisfaction among shareholders about the share price and scepticism about the likelihood of a liquidity event.
IPL/One51 has been involved in other approaches in the past, including a bid from Capvest in 2017. However, this ended without agreement
The Irish shareholders hold a 45pc stake in the firm, comprising several dairy coops, high net-worth individuals and around 2,000 private investors.
The other key shareholders are Canadian firms, public pension fund manager Caisse de dépôt et placement du Québec and Fonds de solidarité.
Last week, the Irish Times reported that solicitor and developer Noel Smyth claims he was denied the opportunity to speak at last week’s AGM. He had attempted to press a button to register for a question without success.
He and a number of other shareholders want to see the company put up for sale within three months.
Smyth also claims to have the support of 30pc of the shareholders.
Irish shareholders include businessman Larry Goodman and the Kerry and Dairygold co-ops.
The results of voting from the AGM show that shareholders representing twothirds of shares voted. Of these, shareholders representing up to 12.9pc of shares voted against the re-election of directors.
TROUBLE is once again brewing at IPL Plastics, which began life as One51. In what some witty observers of the company have dubbed ‘war of the buttons’, solicitor Noel Smyth and some supporters are angry that attempts to press buttons on their phones in order to ask questions at last week’s virtual AGM were unsuccessful.
One can only imagine their frustration when chairman David McAusland announced that given there were no questions, the meeting was over, see you next year.
Smyth, who declined to speak with the Sunday Independent, has been a long-time shareholder over One51, having at one stage been close to founder Philip Lynch.
Sources say he did become very disillusioned with the business over the years but remained below the radar.
Even when some of the most fiery AGMs took place around 2010, when several wellknown names such as ex-Bank of Ireland boss Michael Soden, Beamish & Crawford’s Alf Smiddy and businessman Paschal Taggart were on the warpath, Smyth stayed silent.
Now marks another potential turning point for those 2,000 former investors in One51, who have found themselves as shareholders in a Toronto-listed plastics company.
It will be exactly five years next Sunday since One51 announced it had taken a controlling stake (67pc) in IPL while Canadian funds FSTQ and Caisse de Dépôt et Placement du Québec (CDPQ), held the rest.
At the time, few realised just quite how significant this would be for One51 — and how the deal would ultimately give so much control to the Canadian institutional investors.
In recent months, Irish shareholders have become increasingly concerned about their long promised exit from IPL. The listing in Canada has been a complete let down with liquidity continuing to be a problem and the share price tanking a stomach-churning 60pc since flotation in 2018.
According to the Irish Times, Smyth has got the support of several Irish shareholders.
They will seek an EGM and press for the company to be sold within three months.
Smyth claimed that he has support representing 30pc of the company.
However, the votes show that investors owning less than 13pc of shares voted against the re-election of directors.
And only shareholders representing around two-thirds of shares actually voted.
While some high net-worth individuals may have aligned themselves with Smyth, the votes suggest that they are keeping their powder dry — for now at least.
The co-op shareholders will be key to how all this plays out.
Although the co-ops, including Kerry and Dairygold, got some free shares in the company through their holding in hugely successfully IAWS co-op (from which One51 originated), they invested heavily in the company back in 2006 and 2007.
Between the co-ops and private investors, around €316m was poured into the company at an average of around €4 a share.
At the current Canadian share price, old One51 shares are now trading at around 67c.
The co-ops have until now taken a low-key approach to One51/IPL’s various corporate twists and turns, but in more recent times are feeling less inclined to watch from the sidelines.
This seems to be due to the huge loss of value at troubled baked goods company Aryzta, another entity to spring from IAWS in which they inherited shares.
So Smyth may garner plenty of local support. Sources say even beef baron Larry Goodman, another key shareholder, is behind him, although his spokesman had no comment.
Yet in the end Smyth’s strength may not hinge on voting power but his ability to make his plight public and embarrass the Canadian shareholders.
Irish shareholders have been pressing for some news from the company and have been assured a solution is being worked on.
There has been some interest from private equity in IPL in recent months and a number of sources say Madison Dearborn is close to a deal.
However, shareholders, advisers and the media have been here before. So a healthy dose of caution is wise.
If IPL chief executive Alan Walsh does pull off a deal with a decent price, all may be not quite forgiven, but it will be time for everyone to finally move on.
However, if the Madison Dearborn talks come to nought, the share price is likely to fall further and Irish shareholders will no doubt escalate their embryonic campaign under Smyth.
Some seasoned observers of Irish corporate battles note that Smyth can be a formidable adversary who is unlikely to give up without some wins, especially as he has the backing of Goodman and the co-ops.
Yet again, interesting times ahead for the company which started life in 151 Thomas Street in Dublin’s Liberties.