The board of NZX-listed Marsden Maritime Holdings (MMH), a key stakeholder in Northport, is backing a buyout of minority shareholders in a deal that would give it full control of the port and see it delist from the stock exchange.
MMH has signed a Scheme Implementation Agreement with a consortium comprising Port of Tauranga, Northland Regional Council (NRC), and Ngāpuhi Investment Fund (Tupu Tonu). The consortium is offering $5.60 per share in cash for all shares not already held by NRC, representing a 73% premium to MMH’s last closing price of $3.24.
If approved, the deal would consolidate Northport under full MMH ownership while MMH itself would become privately held, removing one of New Zealand’s key port-related investments from the NZX.
Alongside its 50% stake in Northport, MMH owns more than 150ha of prime commercial property near the port as well as the Marsden Cove Marina. POT owns the other 50% of Northport.
The move was initiated by NRC (which currently holds 53.6% of the shares in MMH) following an investment portfolio review. It identified POT and Tupu Tonu as consortium partners.
MMH board chair Benoît Marcenac says the agreement followed an extensive review of the company’s capital structure.
“The board has been considering a range of options to determine a funding structure that is fit for purpose, secures financial sustainability and future-proofs MMH.
“As a key pillar of our strategic roadmap, this has been signalled to all shareholders, including NRC, at annual meetings since 2021,” Marcenac says.
Ownership of the new entity would be split between Port of Tauranga (50%), NRC (43%) and Tupu Tonu (7%).
The deal is subject to several conditions including community consultation by Northland Regional Council, High Court approval and shareholder approval at a special meeting, requiring 75% support from voting shareholders and over 50% of total voting rights.
The special meeting is expected in May 2025, with completion targeted for June 2025. Port of Auckland (which owns 19.9% of MMH) has already agreed to vote in favour.
Until the deal is finalised, MMH will not declare a dividend for the six months to December 2024.
