KEY POINTS:
The Takeovers Panel is taking further steps to prepare for a possible bid for Contact Energy that could be made if majority owner Origin Energy is taken over.
The Takeovers Panel said today it was looking for an independent expert to assess the value put on Contact shares in any follow-on offer that might be made for it by BG Group.
Origin, Australia's second-largest power retailer has rejected a A$13.7 billion ($17.69 billion) takeover bid from BG Group, citing increases in its coal seam gas reserves and valuations for the sector.
Origin controls a 51.36 shareholding in Contact. BG Group will gain the upstream control of Contact if it gains control of Origin and if Origin continues to hold the Contact shares.
In such a case, if it had not gained an exemption BG Group would need to either have completed a full takeover offer for all of the shares in Contact, or to have had the company's shareholders vote to approve the Origin acquisition before achieving that control.
But in this case the Takeovers Panel has granted BG Group an exemption, allowing BG Group to obtain control of Origin while Origin is still the holder of the parcel of Contact shares.
If BG Group's bid for Origin becomes unconditional and Origin still holds the Contact shares, BG Group must make a follow-on offer for all the remaining shares in Contact within 30 days of gaining control of Origin.
The amount offered for Contact shares in that follow-on offer must be not less than the sum certified by an independent expert approved by the Takeovers Panel as the value attributed to each Contact share by BG Group in its takeover of Origin.
The Takeovers Panel said it was seeking expressions of interest from firms that wanted to be considered for appointment as that independent expert.
The process did not indicate that BG Group would necessarily be making a follow-on offer for Contact, the Takeovers Panel said.
But, if needed, the independent expert must be able to start work on its certification within two weeks of appointment.
- NZPA
