Seaboard Corporation (AMEX:SEB) made an offer to acquire additional 46.15% stake in Unga Group Limited (NASE:UNGA) for KES 1.4 billion on February 7, 2018. As reported, Seaboard Corporation offered a price of KES 40 for each ordinary share of Unga Group. Seaboard is acting in concert with a group of local investors including Victus Limited which currently holds 50.93% stake in Unga Group. Victus Limited has irrevocably undertaken to support the take-over offer as a concert party and does not wish to increase its present shareholding. Seaboard intends to acquire and retain all the shares and to continue carrying on the business of Unga. Seaboard will fund the transaction from the banking facilities maintained with Citibank N.A. As on February 20, 2018, the Board of Directors of Unga Group Limited received an offeror's statement in respect of proposed acquisition.

The completion of the offer is subject to the Board of Directors of Unga recommending that shareholders of Unga accept the offer, Seaboard receiving acceptances of the offer representing not less than 90% of the issued shares of Unga, regulatory approvals, approval of Competition Authority of Kenya, the take-over offer being completed by no later than September 30, 2018, or such later date as may be agreed between Seaboard and Unga, with the approval of the Capital Markets Authority and other conditions.

The offer document has been approved by the Capital Markets Authority by a letter dated April 23, 2018. If the offer is declared unconditional, Seaboard intends to propose that the shares of Unga be de-listed from the Nairobi Securities Exchange. The Board of Unga is recommending that Shareholders accept the offer price as representing a fair return on investment in the current circumstances. The offer commenced on April 30, 2018 and is expected to expire on June 13, 2018. On May 21, 2018, Unga secured approval from the Capital Markets Authority to issue the shareholders circular and the independent adviser circular to the shareholders. The result of the offer including date of declaration as to whether the offer has become unconditional is expected to be July 2, 2018.

As on June 13, 2018, Seaboard has obtained the approval of the Capital Markets Authority to extend the closing date by 10 working days. The Seaboard offer will now close on June 28, 2018. The result of the offer will be announced on July 20, 2018. The transfer of shares to Seaboard Corporation is expected to take place on July 26, 2018. CBA Capital Limited acted as financial advisor, Custody and Registrar Services Limited acted as share registrar and processing agent and Kaplan & Stratton, Advocates acted as legal advisor to Seaboard. I&M Burbidge Capital Limited and Faida Investment Bank Limited acted as financial advisors, PricewaterhouseCoopers acted as accountant and Coulson Harney LLP acted as legal advisor to Unga.

Seaboard Corporation (AMEX:SEB) completed the acquisition of an additional stake in Unga Group Limited (NASE:UNGA) on July 20, 2018. As reported, Seaboard Corporation failed to buy out the three quarters of minority shareholders of Unga Group that would have allowed it to eventually take the company private. Seaboard has decided to waive the minimum acceptance threshold and intends to complete the acquisition of the shares for which acceptances have been received. Seaboard will still seek to delist Unga.