French Petroleum products distributor Rubis Energie SAS, is looking to take over 100 per cent of the ordinary shares in the share capital of KenolKobil PLC. The multinational has proposed an offer price of Sh 23.00, which is a premium of 53.4% to the volume weighted average price (VWAP) at which shares of KenolKobil traded on the Nairobi Securities Exchange for the past 30 trading days up to 22 October 2018.
‘’Pursuant to Regulation 4(3) of the Capital Markets (Take-overs & Mergers) Regulations, we, Rubis Énergie SAS, hereby announce to the public that, on 24th October 2018, we served on the board of directors of KenolKobil Plc (“KenolKobil”) a notice of our intention to make a cash offer, in terms of which we intend to acquire 100 per cent of the ordinary shares in the share capital of KenolKobil not already legally or beneficially owned by Rubis Énergie.’’ The company said in Statement.
According to Rubie should the Offer be accepted in full, Rubis Énergie will hold 1,550,761,200 ordinary shares of KES 0.05 each in KenolKobil, which would represent 100 per cent of the issued share capital of KenolKobil after issuance of the additional shares to the ESOP.
On Tuesday’s trading session, Rubis Énergie acquired 24.99% stake of KenolKobil in a block trade at a price of Sh15.30 per share.
KenolKobil recently offered its staff an opportunity to acquire shares worth millions through its employee share ownership plan (ESOP) after the Capital Market Authority gave the oil seller KenolKobil the consent of to list an additional 79,000,000 ordinary shares to the trustees of the KenolKobil Group.
‘’In all respects, the Offer Shares will be acquired free from all liens, charges, encumbrances and other interests and together with all rights now and hereafter attaching there to including the right to receive all dividends (and other distributions declared), made or paid after the date of the Notice of Intention other than the interim dividend of thirty six cents per Share declared by KenolKobil.’’the French oil seller said. The listing is anticipated to be concluded on 31 October 2018.
Delisting from the Nairobi Securities Exchange
If the Offer is accepted by shareholders owning at least 90% of the shares of KenolKobil, Rubis Énergie says it “intends to apply the provisions of the Take- over Regulations and Part XXIV, Division 4 of the Companies Act, 2015 to compulsorily acquire the remaining shares of KenolKobil.”
“If Rubis Énergie eventually acquires at least 75% but fewer than 90% of the shares of KenolKobil, it may take steps to delist the shares of KenolKobil from the NSE, subject to receipt of necessary corporate and regulatory approvals.” adds the notice.