Scotchstone Capital said on Friday that it was considering making an offer for Permanent TSB Group Holdings. The investment firm disclosed its interest under Rule 2.4 of the Irish Takeover Rules. It said there could be no certainty that an offer would be made or about any terms. The statement was not a firm intention to bid under Rule 2.7.
The disclosure adds another possible challenge to BAWAG’s agreed acquisition of the Irish retail bank. BAWAG agreed in April to pay €2.97 per share, valuing Permanent TSB at €1.62 billion. Shareholders approved that transaction in July, led by the Irish government’s 57.5% holding. The scheme remains subject to an Irish High Court sanction hearing scheduled for 27 October.
A SECOND POSSIBLE CHALLENGER
Scotchstone is a longstanding dissenting shareholder led by Piotr Skoczylas. It pursued High Court proceedings seeking a separate vote for minority investors, excluding the government, over the BAWAG transaction. The Irish Times reported that 91.3% of votes cast supported the deal, while 36% of minority investors opposed it.
Axis Capital disclosed a separate possible cash offer on 2 October at €3.20 per share, or about €1.74 billion based on Permanent TSB’s issued share count. That price would be 7.7% above BAWAG’s agreed terms. Axis said it had not lined up funding, and Permanent TSB described that approach as highly speculative while reaffirming its commitment to the BAWAG deal.
COURT HEARING SETS NEXT TEST
Scotchstone did not state a price, financing plan or timetable. Permanent TSB had not issued a response to the expression of interest when Alliance News reported the announcement. The existing BAWAG scheme therefore remains the only agreed transaction before the court.
The 27 October sanction hearing is the next concrete milestone. Any rival would need to move from a possible offer to a firm intention and demonstrate financing before it could displace the agreed deal. Until then, Scotchstone’s disclosure increases uncertainty around the process without establishing an alternative transaction.