ON Wednesday last week, Pioneer Foods announced that it had terminated discussions on a possible take-over of KWV.
A day later, Zeder, the biggest shareholer, agreed to sell most of its KWV shares (31,8%) to Hosken Consolidated Investments (HCI). Zeder previously held 35% of the shares.
Three directors on the board on behalf of Zeder (Jannie Mouton, Antonie Jacobs and Phillip Retief), will be replaced by Johnny Copeland, Marcel Golding and André van der Veen of HCI.
KWV CEO, Thys Loubser, said: “We are excited about the prospect of a new shareholder of reference in KWV. We believe HCI will bring new thinking and opportunities into the business, and will allow KWV to fulfill its true potential as a commercial business and a brand.”
The deal between Pioneer and KWV was halted following the receipt of indications from an adequate number of shareholders that they did not support the proposed transaction.
A total 75% of shareholders would have had to vote in favour of the transaction for it to go ahead. As there was considerable opposition to Pioneer’s offer of R12 per KWV share, the deal foundered.
Both the original empowerment shareholders (Withmore with 18,32% and staff empowerment group Keet with 6,77% holding a total of 25% of shares) indicated at a board meeting last week that they were opposed to the Pioneer offer of R12 per share.
KPMG recently rated KWV shares at R13,69 per share, based on cash flow, but Zeder (with close links to PSG and Pioneer) sold off nearly all its shares to HCI for R11,80 per share, making a profit of more than R300 million in the process.
According to Zeder chairman, Jannie Mouton of PSG, they will now pursue other opportunities in the agricultural sector and are satisfied that they have increased the value of KWV shares from R6,23 a year and a half ago, to the benefit of all shareholders.
KWV has confirmed that it is not in negotiations with any other party, including Halewood International, with a view to a potential merger or take-over.
The parties have confirmed that the termination of the transaction is not related to the business performance of KWV or the trading update released by KWV last week.
Thys Loubser, CEO, said this week that operations will continue on a business-as-usual basis.
