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Bapcor takes issue with Grant Samuel in latest twist to Hellaby takeover offer

Tuesday 22nd November 2016

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Bapcor, the Australian-based automotive parts company which has launched a takeover offer for Hellaby Holdings has written to Hellaby shareholders to take issue with the independent advisor's report prepared by Grant Samuel. 

Last week, the takeover panel declined a request from Bapcor to convene a meeting to look into alleged breaches of the Takeovers Code by Hellaby Holdings and its adviser Grant Samuel in urging shareholders to reject its takeover offer.

ASX-listed Bapcor offered $3.30 a share on Sept 27, valuing Hellaby at $322.5 million, while Grant Samuel valued the company at $3.60 to $4.12 a share. 

In the letter to Hellaby shareholders, Bapcor states that Grant Samuel incorrectly excludes Hellaby's corporate head office costs from the valuation. If included, these costs would reduce Hellaby's value to $41.9 million from $47 million, or by 42 to 48 cents a share. That would give a target range price of $3.18 to $3.64, compared to the offer of $3.30 a share. 

Bapcor say that in a review of independent advisor reports in New Zealand over the last ten years, "we have found no report that excludes the full value of ongoing corporate costs in the valuation, even where potential savings have been identified to the acquirer."

It told Hellaby shareholders the issue was raised with the Takeovers Panel, but its view was that, "there was enough information within the target company statement and the independent advisor's report to enable someone who read those documents in full to understand that the valuation range excluded the head office costs."

Hellaby shares fell 0.6 percent or 2 cents to $3.32. They've risen from $3.03 since the takeover offer was announced and are up 13.6 percent since the start of the year.

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