Tribal Group (AIM:TRB) has agreed increased terms for the sale of its businesses to Thames Bidco, a vehicle controlled by funds managed by Main Capital Partners.
The education and public sector software provider first announced the deal on 11 September, with cash consideration then set at approximately £189.3m.
Under the improved terms, shareholders will now receive proceeds of approximately £231.2m, equivalent to 105p per ordinary share.
That represents a premium of roughly 66.7% to Tribal's closing price of 63p on 10 September, the day before the original deal was announced, and 80.2% to the six-month volume-weighted average price of 58.3p.
The Tribal board, advised by Investec Bank, continues to unanimously recommend shareholders vote in favour of the sale, judging the revised terms fair and reasonable.
New irrevocable undertakings to back the resolution have been received from Harwood Capital, Gresham House Asset Management, Schroder Investment Management, Liontrust Investment Partners and RWC Asset Management. Harwood Capital's commitment has increased to 33.7m shares, approximately 15.7% of issued capital, while Liontrust and RWC hold 7.7% and 5.7% respectively.
In total, 113.07m shares, roughly 52.7% of Tribal's issued capital, are now committed to vote in favour, a level the board expects will secure passage of the resolution.
Following completion, Tribal intends to cancel its listing and enter a members' voluntary liquidation, distributing proceeds to shareholders in two tranches, expected in the first and second quarters of 2027.
The general meeting to approve the sale remains scheduled for 9:30am on 2 October at Investec's London offices, with proxy forms due by 9:30am on 30 September.