DENMARK. Copenhagen Airports (CPH) has received notice that two pension funds – Arbejdsmarkedets Tillægspension (ATP) and Ontario Teachers’ Pension Plan (OTPP) – have entered into a conditional agreement to buy shares in CPH’s ultimate parent company, Kastrup Airport Parents ApS (KAP).
KAP owns a controlling influence in CPH with an aggregate holding of 57.7% of all shares and votes.
The shares covered by the agreement are being sold by Macquarie European Infrastructure Fund III (MEIF3) via a process that commenced in May 2017. The process has been conducted by Macquarie Infrastructure and Real Assets (MIRA) on behalf of MEIF3.
The agreement is conditional upon merger control clearance and completion. ATP and OTPP expect that the agreement will be completed in Q4 2017 and that it will result in ATP’s and OTPP’s joint control over the 57.7% shareholding in CPH.
Arbejdsmarkedets Tillægspension is Denmark’s largest lifelong pension plan. The Ontario Teachers’ Pension Plan Board, a long-time investor in airports, is an independent organisation responsible for administering defined-benefit pensions for teachers in Ontario, Canada.
ATP and OTPP expect that the transaction will lead to the issuance of a manadatory tender offer to all CPH shareholders. The offer price will be based upon the price paid to MEIF3 for the shares in KAP with certain adjustments.
ATP and OTPP estimate that the offer price, which will fluctuate depending on the date of completion, will be approximately DKK5,700 (US$910) per share in CPH based upon an assumed illustrative completion date in mid-November 2017 (though the final offer price will reflect the actual completion date). Offer document and offer price is subject to approval by the Danish FSA.
CPH Chairman Lars Nørby Johansen said: “On behalf of CPH, I would like to welcome ATP as new shareholders in Copenhagen Airports A/S. We look forward to building a strong working relationship with them, and the other shareholders in the airport, including Ontario Teachers Pension Plan (OTPP) and the Danish State – for the benefit of the airport and Danish society. I would like to thank Macquarie for the good and successful collaboration over the last many years. We look forward to continue to build on CPH as one of the key Northern European hub airports in this new partnership.”
