If fielding one bid is tough, try fielding 12
Online auctioneer ATG has received and rejected a dozen takeover bids made in quick succession by FitzWalter Capital
In the UK, bidders often make a series of approaches before they land on a number that the target’s board likes enough to recommend. Despite the handwaving that can accompany this process — with targets rebuffing “opportunistic” bids and buyers bemoaning the lack of engagement — it is best understood as a method of price discovery, which can involve several to-and-fros when shares are particularly low or volatile.
How many is too many, though? Online auctioneer Auction Technology Group has received and rejected 12 takeover bids from FitzWalter Capital, an investment firm founded by former Macquarie executives, which owns 22 per cent of its stock. The latest attempt, which the company rebuffed on Monday, valued ATG’s equity at £491mn, 48 per cent above its undisturbed share price on January 2.
Ordinarily, offers — even indicative ones — pitched around that sort of premium are hard for boards to dismiss out of hand. It is higher than the average 39 per cent at which UK takeovers were completed in 2025, according to AJ Bell. And ATG looks vulnerable. Its shares had halved in the year prior to the bids being disclosed, as it weathered mishaps including a misjudged acquisition and a profit warning.
But FitzWalter’s strategy has so far not helped its cause. It has made its bids in quick succession since September on concerns that ATG was considering the sale of a major division. With UK rules no longer requiring shareholder votes on even large transactions, FitzWalter apparently wanted to keep ATG in a perpetual takeover process which precludes companies from pursuing frustrating action. That makes the bidder look almost like an activist, intent on changing ATG’s strategy.
The problem is that combining activism with a takeover bid is not easy to do. Hostile offers are tricky. And boards that feel harried and harangued — ATG’s has previously wondered aloud whether FitzWalter is even working towards a recommendable proposal — are probably less likely to greenlight an offer unless it truly is a knockout, which this one isn’t. Despite the eye-catching premium, FitzWalter’s latest approach values ATG at under 12 times next year’s earnings, which seems low given analysts forecast 7 per cent annual revenue growth between then and 2030, according to S&P Capital IQ.
Meanwhile, in its attempt to influence ATG’s strategy, FitzWalter used a blunt, ill-suited instrument — and one with a short shelf life. ATG’s disclosure of the bids triggered the UK’s 28-day “put up or shut up” period. If that expires without a firm offer, ATG will be free to go about its business and sell whatever it pleases.
Whatever the outcome, FitzWalter has done other shareholders a favour by putting ATG’s management in a spot where it must now address the problems that laid it open to attack in the first place. The risk is that chasing two rabbits ends with catching none.