The Board of the Bond Exchange of South Africa (BESA) has provided a recommendation to shareholders to accept a Rand 125 per share offer from the Johannesburg Stock Exchange (JSE). The takeover was originally announced on 24 October at an offer of Rand 90 per share.
The BESA Board has, following independent valuation advice, recommended that shareholders accept a revised offer of 125 Rand per share and believe that this is a fair and reasonable offer.
NZX is the largest BESA shareholder with ownership of approximately 22% of the total issued capital of BESA, secured on 03 October 2008 at a cost of Rand 73.17 per share.
On 04 November, NZX made an announcement responding to the original JSE offer stating that the unexpected offer of Rand 90 per share was not a true reflection of BESA's current, or likely future, value. It was also announced at this time that, as this offer from the JSE was very significantly below fair value, NZX would not support a takeover at the Rand 90 per share offer price.
JSE's original offer of 90 Rand per share involved two payments: an initial payment of Rand 55 per share, and the remainder at a later date, subject to certain downward price adjustments. The revised offer of Rand 125 is for a single payment on completion of the transaction, with no downward adjustments.
The revised Rand 125 offer is at a 71% premium to the Rand 73.17 price per share that NZX paid on 03 October, and a 39% premium to the original Rand 90 per share offer from the JSE.
NZX will update the market when further information comes available, but anticipates accepting this revised offer following clarification of full and final terms of the deal.
NZX expects a deal to be completed, subject to authorities approval, in Q2 2009.
View the full announcement from the BESA Board at the following link: http://www.bondexchange.co.za/besa/view/besa/en/page143?oid=47796&sn=detail
