The Yunus Brothers Group (YBG) is committed to retaining existing experienced management of newly acquired ICI Pakistan Limited as they are the most critical component for the development of the company, the Group Director said on Monday.
"The Yunus Brothers Group envisions prosperous business opportunities and intends to continue growing with all its strategic partners to further strengthen the businesses for the benefit and well-being of all stakeholders", Sohail Tabba, Group Director YBG said.
The Yunus Brothers Group, a leading conglomerate of Pakistan officially announced the acquisition of 75.81 percent shareholding in ICI Pakistan Limited from Omicron B.V. a 100 percent owned subsidiary of AkzoNobel N.V. Netherlands.
The share purchase agreement between the parties was signed in Amsterdam, the Netherlands, on Friday, July 27, 2012 after the close of stock markets. Sohail Tabba, Director Yunus Brothers Group and Keith Nichols, CFO of AkzoNobel signed the share sale/purchase agreement. He pointed out this acquisition is a part of the Yunus Brothers Group's strategy of diversification and entry into businesses that are integral to the economic fabric and opportunities in Pakistan. The Group intends to invest in the existing businesses of ICI Pakistan for continued growth whilst evaluating additional opportunities to maintain its leadership position.
The bid value of this acquisition is $152.5 million (payable in equivalent Pak rupee) which will be subject to certain adjustments based on local box mechanism for cash and indebtedness to be ascertained as per the terms of the agreement.
The YB Group companies participated in this transaction include Lucky Cement Limited, Yunus Textile Mills Limited, Gadoon Textile Mills Limited, Lucky Textile Mills Limited and YB Pakistan Limited. The financing of this transaction has been planned in a manner to carry minimal debt on the books of these group entities without compromising on their future growth prospects.
Lucky Cement Limited on Monday officially informed the Karachi Stock Exchange that in consortium with other group entities of Yunus Brothers Group has jointly signed a share purchase agreement with ICI Omicron B.V. a wholly owned subsidiary of Akzo Nobel N.V. Netherlands for the acquisition of a 75.81 percent shareholding in ICI Pakistan Limited, a company listed on all stock exchanges in Pakistan, at a bid value of $152.5 million (payable in equivalent Pak Rupees) which will be subject to certain adjustments based on lock box mechanism for cash and indebtedness to be ascertained as per the terms of the referred agreement.
The share purchase transaction is expected to be completed once all regulatory approvals have been obtained and the public tender offer as per the requirements of Listed Companies (Substantial Acquisitions of Voting Shares and Takeovers) Regulations 2008 has been completed. The final share purchase consideration will be notified, once it has been determined as per the terms of the referred agreement, the company said.
Almost the same information was given by Gadoon Textile Mills Limited, another listed company that participated in this acquisition. According to an information sent by ICI Pakistan to Karachi Stock Exchange, ICI Omicron B.V. signed a binding agreement on Friday, July 27, 2012 in Amsterdam to sell its entire holding of 70,019,459 shares in ICI Pakistan Limited to a number of companies in the Yunus Brothers Group all of which are incorporated in Pakistan as Lucky Cement Limited acquired 35,709,924 shares, Yunus Textile Mills Limited 11,903,308 shares, Lucky Textile Mills Limited 10,502,919 shares, Gadoon Textile Mills Limited 7,001,946 shares and YB Pakistan Limited 4,901,362 shares.
The price for the total is $152.5 million which represents Rs 205.10 per share based upon the mid-exchange rate of Rs 94.1817 to US$ on July 27, 2012, the company said. "Under the terms of the agreement the price will be converted to PKR at the date upon which the purchasers obtain approval from the Competition Commission of Pakistan at the spot rate of exchange as appears on the Reuters screen page (for PKR RIC-CODE:USDPKRFIX-SBPK) at 12:00 (Central European Time) on such day," it added.
Completion of the transaction is conditional upon the purchasers obtaining approval from Competition Commission of Pakistan and the completion of an offer to other shareholders in accordance with the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations 2008. AkzoNobel, the parent company of ICI Pakistan also issued the following statement.
"AkzoNobel has reached an agreement to sell its 75.81 percent shareholding in ICI Pakistan Limited to the Yunus Brothers Group for $152.5 million (€124.4 million). The price represents a premium of 30 percent on the market price when the local stock exchange closed on Friday, July 27. The price is subject to adjustments for cash/debt as at the date competition clearance is obtained and for interest from that date until closing. The transaction is expected to be completed towards the end of this year, once regulatory approvals have been obtained and the purchaser has completed a legally required tender offer for at least 50 percent of the shares in ICI Pakistan held by the other shareholders."
"We are pleased to have reached an agreement to sell our shares in ICI Pakistan," explained Keith Nichols, CFO AkzoNobel. "We are convinced that the Yunus Brothers Group is better suited to achieving its obvious potential, while the deal includes conditions to safeguard the terms and conditions of our dedicated employees there."
Commenting on the agreement, Sohail Tabba, Group Director at Yunus Brothers Group, said: "We are delighted with the agreement to acquire ICI Pakistan Limited. The Yunus Brothers Group is keen to further develop the business of the company, working closely with the existing management and employees."
The agreement follows the successfully completed restructuring of AkzoNobel's activities in Pakistan last month, which entailed the demerger of ICI Pakistan's paints and coatings businesses into the new listed company, AkzoNobel Pakistan Limited. The newly formed company is 75.81 percent owned by AkzoNobel and continues to focus on Decorative Paints, Performance Coatings and Specialty Chemicals.
ICI Pakistan Limited has been a subsidiary of AkzoNobel since 2008, when the company acquired Imperial Chemical Industries PLC. It is listed on the Karachi, Lahore and Islamabad Stock Exchanges. ICI Pakistan's business now comprises polyester fiber, soda ash, life sciences and chemicals. The Yunus Brothers Group is a leading conglomerate in Pakistan with interest in the cement and textile industries, power and real estate. It had revenues of €775 million in 2011.
Comments
Comments are closed.