New Zealand’s biggest poultry processor Tegel Group has come on the radar of fellow Philippine producer Bounty Fresh Food, which has solicited a takeover notice to acquire all of the firm’s shares.
The transaction would be conducted through the Philippines’ wholly-owned subsidiary Bounty Holdings New Zealand, according to a filing with the country’s stock exchange, which noted the takeover notice is not an offer, ”but will entitle (but not oblige)” Bounty to make an offer at any date between 11 May and 28 May.
Tegel said the deal would be valued at NZD1.23 per ordinary share, with Reuters translating that to an offer price of NZD309m (US$218.3m).
”The actual making of the offer, and the terms of the offer when made, are both conditional on no material counterparty refusing under contractual obligation to approve the change in control of Tegel which would arise on any successful completion of the offer,” according to the filing.
Singapore-based Claris Investments, which holds 45% of Tegel’s issued shares, is subject to a lock-up agreement committing the equity investor to accept the offer when it is made.
Bounty is one of the largest poultry companies in the Philippines, with operations encompassing breeding, raising, processing and retailing, both locally and via export to other parts of Asia.
Tegel said it had hired Goldman Sachs as an adviser and the independent directors intend to appoint an independent expert to evaluate the merits of the offer.
The filing noted that the takeover notice was unsolicited by the board, which has appointed an independent sub-committee comprising independent chairman David Jackson, as well as the other independent directors Bridget Coates and George Adams to respond to Bounty’s approach.