Tourism Holdings Limited has received a conditional, non-binding takeover proposal from a consortium led by BGH Capital and the Trouchet family, signaling a possible shift in ownership for the global RV rental giant.
- Unsolicited non-binding indicative proposal from BGH Capital and Trouchet family
- Consortium holds 19.99% stake in Tourism Holdings Limited
- Offer conditional on due diligence, debt arrangements, and board recommendation
- Board forms subcommittee and appoints financial and legal advisors
- Luke Trouchet takes leave from executive role due to consortium involvement
A Surprise Proposal
Tourism Holdings Limited (thl), the world’s largest commercial recreational vehicle rental operator, has been approached with an unsolicited, conditional, non-binding indicative proposal from a consortium led by BGH Capital alongside the family interests of Luke and Karl Trouchet. The proposal aims to acquire all shares in the company, either through a scheme of arrangement or a takeover offer, marking a potentially significant turning point for the New Zealand-listed tourism operator.
Consortium’s Stake and Offer Details
The consortium currently holds a substantial 19.99% stake in thl, acquired through a combination of share purchases and agreements with major shareholders including Accident Compensation Corporation, ANZ New Zealand Investments, and Wilson Asset Management. The indicative all-cash offer stands at NZ$2.30 per share, subject to conditions such as satisfactory due diligence, final debt arrangements, and approval from BGH’s Investment Review Committee. Crucially, the proposal also requires the unanimous recommendation of thl’s Board and a valuation confirmation from an independent adviser.
Governance and Process
In response, thl’s Board has established a dedicated subcommittee to evaluate the proposal’s merits, supported by financial advisors Jarden and legal counsel MinterEllisonRuddWatts. To manage potential conflicts of interest, Luke Trouchet has taken a leave of absence from his executive role and will not participate in board or subcommittee deliberations. The Board has emphasized that there is no certainty the proposal will proceed and that shareholders are not required to take any immediate action.
Context Amid Performance Challenges
This development arrives as thl navigates a challenging operating environment, impacted by subdued consumer confidence affecting RV demand and geopolitical tensions influencing travel sentiment. The company has been actively pursuing strategic initiatives to enhance long-term shareholder value and plans to update the market on these efforts in due course. The Board’s approach reflects a careful balancing act between exploring this acquisition opportunity and continuing to execute its internal turnaround plans.
Looking Ahead
While the consortium’s proposal introduces an element of uncertainty, it also underscores the perceived value and potential within thl’s business. Should the offer progress to a binding stage and receive shareholder and regulatory approval, it could reshape the company’s ownership and strategic direction. For now, the market watches closely as thl’s Board weighs the proposal against other strategic options.
Bottom Line?
Tourism Holdings stands at a crossroads, with a potential takeover poised to redefine its future amid ongoing operational challenges.
Questions in the middle?
- Will the thl Board unanimously recommend the consortium’s offer?
- Could a competing bid emerge to challenge the current proposal?
- How will thl’s strategic initiatives influence shareholder sentiment during this process?