King Country Energy Limited (Unlisted: KCE) announces that KCE JV yesterday gave notice of its intention to make a full takeover offer under the Takeovers Code for all of the shares in King Country Energy Limited (“KCE”) for $5.00 per share.
KCE JV is an unincorporated joint venture between King Country Energy Holdings Limited (“Trustpower”) and the trustees of the King Country Electric Power Trust (“KCEPT”). Trustpower, which is a wholly owned subsidiary of NZX listed Trustpower Limited, currently holds 65.07% of KCE’s shares. KCEPT currently holds 19.98% of KCE’s shares. Trustpower and KCEPT have both agreed to accept KCE JV’s offer. Together they hold 85.05% of KCE’s shares.
A copy of the takeover notice is attached to this announcement.
KCE’s Board has formed an Independent Committee of Directors, comprising Toby Stevenson, Linda Robertson and Brian Needham, to consider the proposed offer and to oversee KCE’s response obligations under the Takeovers Code.
The Independent Committee has applied to the Takeovers Panel for approval to the appointment of Simmons Corporate Finance to prepare the Independent Adviser’s Report required by the Takeovers Code. In addition, the Independent Committee has appointed West Coast Capital as financial adviser and Harmos Horton Lusk as legal adviser.
The takeover notice is not a takeover offer. If KCE JV wishes to proceed to make a takeover offer, it must do so within the period that begins 14 days and ends 30 days after yesterday. If it does not do so, KCE JV’s takeover notice will lapse.
The Independent Committee advises KCE shareholders as follows:
- The Independent Committee recommends that KCE shareholders do not take any action inrespect of their shares until they receive the Committee’s recommendation and the Independent Adviser’s Report.
- Shareholders who are considering selling their KCE shares before they receive the Independent Committee’s recommendation and the Independent Adviser’s Report are recommended to seek their own professional advice.
Toby Stevenson
Chairman of the Board and of the Independent Committee
Related documents
- Notice of intention to make an offer of ordinary shares in King Country Energy Limited under the takeovers code
- Full takeover offer by King Country Energy joint venture for King Country Energy Limited
- King Country Energy joint venture's full takeover offer for ordinary shares in King Country Energy Limited