Thursday 25th March 2021
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Seeka Limited advises that it has entered into an amalgamation agreement which offers the shareholders of the leading regional integrated kiwifruit business Opotiki Packing and Cool Storage Limited (“OPAC”) new shares in Seeka Limited.
The OPAC shareholders will receive new shares in Seeka at the ratio of 1.4833 Seeka shares for every 1 OPAC share held, valuing the net assets of OPAC at $33.94m assuming all OPAC shareholders accept the offer. Seeka will assume approximately $25.06m of debt as part of the acquisition, bringing the total transaction value to $59.00m.
The combined Company will have the capability to grow and handle fruit in all of New Zealand’s major kiwifruit growing regions.
The offer is subject to a number of conditions, including approval of OPAC’s shareholders to the amalgamation at a shareholders’ meeting to be held on Tuesday 13 April 2021; and approval by Seeka’s shareholders to the issue of up to 7,042,574 new shares in Seeka at the ASM to be held on Friday 16 April 2021. Further details are set out in the attached Amalgamation Proposal and will be advised in the Notice of Meeting to be sent to all shareholders prior to the ASM.
OPAC’s Chairman, Tony de Farias, in announcing the deal said: “The amalgamation brings together two companies with a long relationship and similar ownership structures. Many OPAC shareholders and growers are also shareholders in Seeka. The Board of OPAC recommends the deal to shareholders believing the enterprise value of $59m to be fair, with good opportunities for growth and synergies. The combined group will deliver efficiencies, new technology and grower support”.
Seeka Chairman, Fred Hutchings said: “The purchase of OPAC is consistent with our strategy and delivers the Eastern Bay of Plenty kiwifruit growing region to Seeka’s operations, a region in which Seeka is already experiencing growth through new orchard developments. The transaction is expected to be accretive to shareholders once the combined business is fully integrated. Seeka expects the bigger business to generate material efficiencies, synergy benefits and cost savings for the benefit of all stakeholders.”
The Boards of Seeka and OPAC have unanimously recommended the amalgamation.
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