Malaysia-listed Kulim has had its application to lift a restriction on its bid to take a majority stake in New Britain Palm Oil dismissed.
Plantation owner Kulim – the largest investor in NBPO – last month moved to take its stake in the company from 49% to 69%. However, NBPO has criticised the bid and authorities in Papua New Guinea, where the company is based, have sought to block Kulim’s offer.
In a statement last week, Kulim said it has “commenced proceedings in the National Court of PNG to have the orders set aside to enable it to complete the partial offer”. It added: “Further material updates will be announced in due course”.
However, in an update today (5 September), NBPO said the National Court of Papua New Guinea has “dismissed” Kulim’s application to uplift the order.
“As such, Kulim was unable to declare the partial offer unconditional and the partial offer has since lapsed,” the company said. “All acceptances received pursuant to the partial offer are automatically void … and will be returned to the respective shareholders of NBPO.”
In an announcement on 20 August, NBPO said an order from the Securities Commission of Papua New Guinea restrained Kulim from “doing any act for the purposes of acquiring any shares in the company and from taking any steps to complete the acquisition of any such shares in the company”.
The Papua New Guinea government approved an amendment to the order on 27 August, enabling the Securities Commission to prevent the takeover of a company under its jurisdiction, where the Commission deems a deal to be “contrary to the national interest of PNG”.
In a filing with Bursa Malaysia on the same day, Kulim said its partial offer had closed for acceptances in the National Court of Papua New Guinea, where NBPO is based. Kulim said a total of 18.7m acceptances, representing 12.5% of the total shares outstanding in New Britain Palm Oil (NBPO), had been received.
NBPO received an offer of GBP5.50 per share from Kulim last month. The firm’s directors, however, claimed the offer was “not fair or reasonable” and that it “significantly undervalues” the company.
Kulim insisted the offer was more than 14% above the company’s share price on 19 June, the day before it made its bid.