War of words erputs between pair as Atlas Holdings says it was not given enough time to carry out due diligence on Brickability which latter has since disputed
The private equity firm that owns Bovis and Permasteelisa has said it will not be making an offer to buy materials distributor Brickability more than five weeks after first making an approach.
In a statement last month Brickability, now renamed BRCK, said it rebuffed Atlas Holdings’ 65p a share offer but added it “has agreed to provide some limited further information to Atlas to establish whether it is prepared to improve its Indicative Offer Price”.
In an update to the City this afternoon, Atlas said “that it does not intend to make a firm offer for BRCK” after deciding it did not have enough time to carry out due diligence.
It said: “On 10 April, BRCK gave Atlas access to a virtual data room containing limited due diligence materials. On 17 April, Atlas was invited to a 90-minute meeting with the CEO of BRCK at which limited further information was supplied.
“The limited information supplied, and the limited management access granted in the timeframe available was not sufficient and has not enabled Atlas to complete the thorough due diligence required.”
It said that it had requested “further diligence information” and an extension to a takeover deadline of next Tuesday (28 April). But the “board of BRCK has indicated to Atlas that it does not intend to extend [the deadline]”.
In its last set of results, AIM-listed BRCK, which is led by Frank Hanna, the former joint chief executive of brick firm Michelmersh, saw revenue rise 7% to £637m in the year to March 2025 but pre-tax profit fell 45% to £12m.
Meanwhile, in a trading update this afternoon, BRCK said it expected revenue for the year to March 2026 to have edged up to £645m when it reports its results.
It said the business had been hit by the ongoing slowdown in the housing market, the wet weather of the first two months of the year and delays to jobs caused by building safety regulations. The firm said it would announce its 2026 results in due course.
What Brickability said in response, three hours later
In order to establish whether Atlas was prepared to improve its proposed offer price, the Board provided Atlas with access to due diligence materials, including a management presentation on the Group, access to a data room and meetings with senior management. The data room contained extensive information on the Group, including detailed business and financial information, in response to requests from Atlas. The Board offered to provide further meetings with senior management together with additional information on the business, which Atlas decided not to take up.
The Board has been advised by its financial advisers that the information and level of access provided to Atlas was significantly in excess of that which would be customary in these circumstances.
The Board sees no merit in an open-ended engagement with a counterparty that is not prepared to put forward a price that the Board believes, after consultation, would be attractive to shareholders. Accordingly, in order to avoid unnecessary distraction to management, disruption to the business and cost, the Board informed Atlas that it was not minded to extend the PUSU [Put Up or Shut Up] deadline of 28 April 2026 unless Atlas indicated that it intended to improve its proposed offer price above the 65 pence per BRCK share that it originally proposed.
The Board did not receive any revised proposal from Atlas. Instead, as set out in its announcement today, Atlas voluntarily decided to disengage. The announcement made by Atlas today does not reflect the extensive and constructive engagement that the Board has provided over the last four weeks.
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