Atlas announced that its board of directors (the “Board”) has already formed a special committee of independent directors to evaluate the unsolicited non-binding proposal from Poseidon Acquisition Corp. (“Poseidon”) received by the Board on August 4, 2022. The special committee has already retained Morgan Stanley & Co. LLC as its financial advisor, and also has already retained legal counsel, in connection with its evaluation of the proposal.
As previously announced, Poseidon is an entity formed by certain affiliates of Fairfax Financial Holdings Limited (“Fairfax”), certain affiliates of the Washington Family (“Washington”), David Sokol, Chairman of the Board of Atlas, and Ocean Network Express Pte. Ltd., and certain of their respective affiliates. Poseidon has proposed to acquire all of the outstanding common shares of Atlas, other than common shares owned by Fairfax, Washington, Mr. Sokol and certain executive officers of the Company, for $14.45 cash per common share. Fairfax, Washington and Mr. Sokol, together with certain of their respective affiliates, collectively own more than 50% of the Company’s outstanding common shares.
Atlas cautions its shareholders and others considering trading in Atlas securities that the Board has only recently received the proposal, the special committee, working with its advisors, is in the process of carefully reviewing and evaluating the proposal, and no decision has been made yet with respect to a response to the proposal. The proposal constitutes only an indication of interest by Poseidon and does not constitute a binding commitment with respect to the proposed transaction or any other transaction. No agreement, arrangement or understanding between Atlas and Poseidon relating to any proposed transaction will be created unless definitive documentation is executed and delivered by the appropriate parties.
Atlas does not undertake any obligation to provide any updates with respect to this or any other transaction, or to provide any additional disclosures to reflect subsequent events, new information or future circumstances, except as required under applicable law.
Atlas is a leading global asset management company, differentiated by its position as a best-in-class owner and operator with a focus on disciplined capital deployment to create sustainable shareholder value. We target long-term, risk-adjusted returns across high-quality infrastructure assets in the maritime sector, energy sector and other infrastructure verticals. For more information, visit atlascorporation.com.