Originally Posted by
iceman
Yet another acquisition :
SEK
14/09/2021 12:23
TRANSACT
PRICE SENSITIVE
REL: 1223 HRS Seeka Limited
TRANSACT: SEK: SEEKA ANNOUNCES FURTHER KIWIFRUIT ACQUISITION
14 September 2021
SEEKA ANNOUNCES FURTHER KIWIFRUIT ACQUISITION BY AMALGAMATION
Seeka Limited ("NZX:SEK") has entered an amalgamation agreement to acquire
leading Northland kiwifruit business Orangewood Limited ("Orangewood").
Orangewood shareholders are offered 0.6630 new Seeka shares and $1.35 in cash
for every Orangewood share. The issue price for each new Seeka share is $5.33
being the volume weighted average price of Seeka shares traded on the NZX
Main Board over the 10 business days ended 13 September 2021 (all fractions
of Seeka Shares are to be rounded up to the nearest whole number).
The amalgamation consideration values Orangewood net assets at $4.71m. Seeka
will assume approximately $1.84m of debt as part of the acquisition bringing
the total transaction value to $6.55m.
The amalgamation proposal released with this announcement summarises certain
key terms and conditions of the acquisition by amalgamation, including that
the offer is conditional on 75% or more of Orangewood shareholders voting in
favour of the amalgamation at a meeting of Orangewood shareholders intended
to be held on Friday 1 October 2021.
If the Amalgamation becomes effective, up to 639,302 new Seeka shares,
representing approximately 1.6214% of the total number of shares currently on
issue, will be issued on the effective date described in the amalgamation
proposal. No recipient of new Seeka shares is a Director of Seeka or an
Associated Person (as that term is defined in the NZX Listing Rules) of Seeka
or a Director of Seeka.
Orangewood Chair Brad Davies says:
"The amalgamation of Orangewood, which needs capital investment, with Seeka
which has invested in Northland, has available processing capacity and a
proven track record of delivering competitive returns to its growers and
stakeholders, makes sense from every perspective and we recommend it to
Orangewood stakeholders."
Seeka Chair Fred Hutchings says:
"This amalgamation is consistent with Seeka's heartland growth strategy,
further expanding our service delivery in the key Northland region. Seeka
expects the amalgamation will be accretive to shareholders upon full
integration, with the bigger business generating material efficiencies,
synergies and cost savings that will benefit all stakeholders."
The Boards of Seeka and Orangewood unanimously recommended the amalgamation.