Linde Plc · NASDAQ:LIN
Linde — BOC Kenya — Merger or Acquisition (December 2020)
10 slides from Linde's merger presentation, Dec 8, 2020
Slide 1: Proposed Takeover Offer by Carbacid Investments Plc
PROPOSED TAKEOVER OFFER BY CARBACID INVESTMENTS PLC PRESENTATION TO SHAREHOLDERS OF BOC 8 December 2020
Slide 2: Contents
Contents Introduction 3 Takeover process 4 Indicative Timeline of Takeover Process 9 What next for shareholders? 10 www.dlapiper.com 2
Slide 3: Introduction
Introduction • Takeover of a listed company is triggered by a number of actions intended to take control of a public listed company ("Offeree/Target") by an existing or proposed shareholder ("Offeror"). • In the current case, the takeover process was triggered when Carbacid Investments Plc and Aksay
Slide 4: Takeover Process
Takeover Process • Any person who intends to acquire effective control of a public listed company is required to comply with the takeover procedure as set out in the Takeover Regulations unless exempted by the CMA. • The takeover process is as follows: 1. Notice of Intention - the Offeror is require
Slide 5: Takeover Process continued
Takeover Process continued The Offeror's Statement is required to contain, among others, the key information relating to the Offeror including its principal activities, directors, major shareholders and subsidiaries, a summary of the Offeror's latest audited financial statements and arrangements mad
Slide 6: Takeover Process continued
Takeover Process continued 5. Takeover Offer Document - the Offeror is then required to prepare a detailed takeover offer document (the "Takeover Offer Document") in accordance with the provisions of the Takeover Regulations and submit it to the CMA for approval within 14 days of serving the Offeror
Slide 7: Takeover Process continued
Takeover Process continued 6. Independent Adviser's Circular - the Independent Adviser presents their advice by way of a circular which is tabled to the Offeree's board and the CMA for prior approval. The Independent Adviser's Circular comments on, among others, the reasonableness of the takeover of
Slide 8: Takeover Process continued
Takeover Process continued 10. Announcement of the results of the offer - within 10 days of the closure of the takeover offer, the Offeror is required to inform the CMA and NSE of the closure of the offer and announce by way of a press notice published in at least two English language dailies of nat
Slide 9: Indicative Timeline for Kenyan Takeover Process
Indicative Timeline for Kenyan Takeover Process The takeover process typically takes between 90 and 180 days. T+74 Offeree circulates T+25 the board circular to Offeror the shareholders of T+100 submits the offeree together Offeror informs CMA T+0 T+11 Takeover with the offeror's and NSE of results
Slide 10: What next for shareholders?
What next for shareholders? • Shareholders are advised to look out for the information which will be made by way of public announcements in the press which will also be uploaded on the company's official website. • The Takeover Offer Document together with the Offeree Circular and the Independent Ad