Mobico Group (LSE:MCG) has agreed cash Acquisition terms through its independent directors at 46 pence per share. The bidder is backed by its largest shareholder’s family office and an infrastructure Investment fund. The offer values the Share Capital at about GBP 308 million, a 55.1% premium to the pre-offer-period closing price.

Mobico takeover: what was announced

The acquisition vehicle is owned indirectly by a Spanish transport business. Its ownership is split 50.1% to the family office of a long-standing Shareholder and 49.9% to an infrastructure investment fund.

Under the terms, Mobico shareholders would receive 46 pence in cash per share. This values the issued share capital at about GBP 308 million and implies an Enterprise value of about GBP 2,323 million. The price represents a premium of 55.1% to the closing price of 29.7 pence on 20 October 2026, the last Business day before the Offer Period began, and 93.3% to the 23.8 pence close on 3 August 2026, before the bidder's initial proposal.

Background: proposals and Mobico's financial position

Mobico received an unsolicited proposal at 38 pence per share on 4 August 2026, followed by a revised proposal at 46 pence. The independent directors highlighted the balance-sheet position. Net Debt was GBP 1,134 million at 31 March 2026, while covenant gearing of 2.9x exceeded the medium-term target of 1.5-2.0x. About GBP 230 million of US private Placement notes fall due in May-June 2027.

The chair described the financial position as challenging and said the offer would provide shareholders with cash certainty. The family office behind the bidder has supported Mobico since 2005.

Deal structure, conditions and timetable

The acquisition is to be implemented through a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006. It requires approval at a Court Meeting by a majority in number representing 75% by value of scheme shares voted, the passing of resolutions at a General Meeting, court sanction and specified antitrust and regulatory approvals. Completion is expected in the first half of 2027.

Irrevocable undertakings cover about 26.4% of Mobico's shares, although the largest shareholder's holding of about 26.2% cannot vote at the Court Meeting. Funding will come from existing bidder cash and debt under interim facilities. Mobico is also changing its accounting reference date back to 31 December, with interim results for the six months to 30 September 2026 due by 31 December 2026.

Risks and conditions to consider

The scheme could lapse if it is not effective by the long stop date, and regulatory clearances, shareholder votes and court approval for these UK shares are still required. Bidco may reduce the price by any Dividend paid before completion. The announcement also refers to a separate agreement in principle to sell the West Midlands bus business to the West Midlands Combined Authority, which is not yet complete. Some headquarters functions may be relocated to Spain.

What investors may watch next

Mobico said the scheme document is expected to be published within 28 days. Market Participants may follow the scheduling of shareholder meetings, progress on regulatory approvals, Bidco's decision on Mobico's hybrid notes, which it must make within 30 days, and completion of the West Midlands bus sale.

Outlook

If the scheme becomes effective, Mobico's shares would be Delisted and cease trading on the London Stock Exchange, taking a long-standing transport operator into private ownership.