The offer, announced on 24 July, is being made by Bluefin Bidco Limited, owned and controlled by four members of ICG's senior management: chief executive Eamonn Rothwell, David Ledwidge, Andrew Sheen and Declan Freeman. Together they already hold around 23.7% of ICG's shares. Under the terms, shareholders will receive EUR 8.00 in cash per share, a price the independent directors have unanimously recommended.

The offer represents a premium of roughly 28% to ICG's closing price of EUR 6.24 on the day of the announcement, and values the group at an enterprise value of about EUR 1.47 billion, implying an EV/EBITDA multiple of approximately 9.8x for the financial year ended 31 December 2025. In that year ICG reported revenue of EUR 666.7 million and EBITDA of EUR 150.6 million.

The acquisition is to be implemented through a High Court-sanctioned scheme of arrangement under Irish company law, with the buyers reserving the right to switch to a takeover offer. Completion is anticipated in the fourth quarter of 2026, after which ICG's shares will be cancelled from Euronext Dublin and the London Stock Exchange and the company re-registered as a private company.

The management team will realise cash proceeds of EUR 90.0 million at the offer price, representing about a third of its holding, and roll the balance into the new ownership structure, contributing roughly 30% of the combined equity. The remainder of the consideration is being funded by EUR 455 million of preferred equity from an entity linked to Global Infrastructure Management (GIP) and a EUR 798 million senior secured facility arranged by BNP Paribas and Banco Santander.

Explaining the rationale, the independent board and the management team pointed to a persistent gap between ICG's operating performance and its public-market rating, which they attribute to the shift towards passive investment strategies that tend to overlook companies of ICG's size and to the liquidity requirements of active investors. Private ownership, the buyers argue, would give the capital-intensive business greater flexibility to pursue long-term fleet and terminal investment without the constraints of public-market reporting. The board also cited fuel-cost volatility, the cost impact of the EU Emissions Trading System and FuelEU Maritime, and ongoing operational disruption at Holyhead Port among the risks facing the group.

Commenting on the transaction, Rothwell said "ICG has delivered a resilient performance and remains well positioned in its core markets."

The buyers have stated that they do not intend to reduce headcount or alter employment terms, and that ICG's headquarters will remain in Dublin. A scheme document setting out the full terms is expected to be despatched to shareholders within 28 days of the announcement.

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