Novus’s bid to acquire ICT distributor Mustek has hit a snag after the Takeover Regulation Panel (TRP) unilaterally withdrew its approval of the transaction.
The JSE-listed printing and packaging firm says it strongly disagrees with the TRP’s decision to withdraw its approval of the deal.
The deal faced scrutiny after the TRP recently determined that Mustek shareholder, the DK Trust, acted as a “concert party” in Novus’s bid to acquire Mustek.
The TRP determined that Novus acted “in concert” with the DK Trust in structuring the transaction, and this potentially put smaller Mustek shareholders at a disadvantage.
In a statement on Friday, Novus told shareholders that pursuant to such withdrawal, the TRP has directed the company to publish a revised firm intention announcement within 20 business days.
“Novus acknowledges the unfortunate impact and confusion which these developments may cause and accordingly, Novus intends to appeal against the aforesaid ruling of the TRP on an urgent basis, on the grounds that it was improper, and will provide an update to the market as soon as it is able to do so,” says the company.
“Novus remains fully committed to the mandatory offer process and implementation thereof in accordance with its obligations in terms of applicable legislation.”
The snag comes after the Competition Commission and the Competition Tribunal both gave the green light for the deal to proceed.
In November, Novus made an offer to buy JSE-listed ICT distributor Mustek. It told Mustek shareholders that it had acquired the beneficial ownership of ordinary issued shares in Mustek, which resulted in Novus beneficially holding 35% or more of all the issued Mustek shares.
Accordingly, Novus proceeded to make a mandatory offer, as required in terms of section 123 of the Companies Act, to acquire all of the Mustek shares not already beneficially held by Novus, or any of its related and concert parties.
Under the deal, Novus offered a cash consideration of R13 for each Mustek share, a cash amount of R7 plus one ordinary share in Novus for each Mustek share and two Novus shares for each Mustek share tendered by a mandatory offer participant.
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