IchorCoal N.V. (DB:IO0) made an offer to acquire remaining 70.01% stake in Universal Coal plc for AUD 56.6 million.
The transaction is conditional on minimum tender of 90% of shares, ichor shareholders' approval for rights issue and transaction, approval of the competent agency in that jurisdiction is required, all regulatory and statutory obligations, all applicable waiting and other time periods having expired, lapsed or been terminated, approval of the scheme at the court meeting and approval from shareholders of Universal Coal. IchorCoal reserves the right to waive, in whole or in part, all or any of the conditions. The independent directors of Universal Coal recommend that shareholders do not take any action until they have had an opportunity to fully consider the proposed offer and provide a formal response. Ichor's shareholders' has approved the transaction. As on October 8, 2015, the sub-committee of Directors of Universal Coal unanimously recommends that the shareholders of Universal Coal take no action in respect of the Ichor Offer. AS on November 6, 2015 waiver is granted by Australia Stock Exchange. As of November 9, 2015, the last date for acceptance is November 27, 2015. As of November 24, 2015 Ichor Coal completed the consummation of due diligence. As of November 26, 2015, Australian Corporations Act has granted some reliefs for the extension of the offer period, increasing of offer price and freeing of offer from condition. On December 11, 2015, it was announced that the Competition Commission of South Africa has granted approval for the offer. As reported on December 15, 2015, the offer was extended to February 5, 2016. As reported on January 21, 2016, the independent Universal Directors recommend that Universal shareholders accept the offer. As reported on January 28, 2016, the offer will expire on February 5, IchorCoal does not intend to further extend its offer.
Sean Chilvers of Macquarie First South Capital (Pty) Ltd, Investment Banking Arm acted as financial advisor to IchorCoal. Julian Gwillim of Aprio Strategic Communications acted as press agent for IchorCoal. Robert Williams of Financial & Corporate Relations Pty Limited acted as public relations advisor to Universal Coal. Mayer Brown International LLP acted as legal advisor, Richard Greenfield of GMP Securities Europe LLP acted as financial advisor and KPMG Financial Advisory Services (Australia) Pty Limited acted as fairness opinion provider for Universal Coal plc (ASX:UNV). Nick Dacres-Mannings of APP Securities Pty Limited acted as acted as financial adviser and Mills Oakley acted as legal advisor for Universal Coal.