Hellaby Holdings Limited - NZX / Media Release 3 October 2016
Hellaby Appoints Independent Adviser and Recommends Shareholders Do Not Sell
o The Hellaby board has appointed Grant Samuel as the independent adviser to
provide its views to the board and shareholders on Bapcor''s proposed takeover
offer
o The preliminary view of Hellaby''s independent directors is that the Bapcor
offer undervalues the company
o Hellaby''s independent directors recommend that shareholders do not sell
their shares or enter into any commitment to accept the proposed offer,
pending further communication from Hellaby
Hellaby Holdings Limited (NZX:HBY) advises that it has appointed Grant Samuel
to prepare the independent report required under the Takeovers Code, on the
merits of the proposed full takeover offer by Bapcor Finance Pty Limited
(Bapcor).
In addition, the Hellaby board has appointed specialist legal advisory firm,
Harmos Horton Lusk, and investment bankers, Forsyth Barr, to assist the board
in evaluating and responding to the proposed offer.
The preliminary view of the independent Hellaby directors is that the offer
from Bapcor is opportunistic and does not represent fair value for Hellaby.
The directors recommend that shareholders do not sell their shares or enter
into any commitment to accept the proposed offer, pending further
communication from Hellaby.
Chairman Steve Smith said: "Hellaby has a clear focus on growth and improving
financial performance. We have recently embarked on a new strategy, under CEO
Alan Clarke, with a targeted focus on two core business groups - Automotive
and Resources Services. These are both highly respected market leaders
operating in multi-billion dollar markets and we believe they both offer
significant long term opportunities and value for the company.
"Growth strategies have been developed for each business group, focused on
both organic and acquisition growth. While some of these are at a relatively
early stage, the board considers that the strategies are likely to create
significant value for Hellaby over coming years."
Experienced leadership teams are in place at both businesses, including the
recent appointment of Ivor Ferguson, who has many years of leadership
experience in the oil & gas industry, as CEO for the Resource Services Group.
As announced recently, Hellaby has also appointed retail experts to oversee
the restructure of its non-core Footwear Group, which will then be divested
at an appropriate time.
The Hellaby board has established a committee of independent directors to
consider the proposed offer and to oversee Hellaby''s response obligations
under the Takeovers Code. The committee excludes non-independent directors,
James Sclater and Alan Clarke (who is managing director).
The Hellaby board advises shareholders to take no action and wait until they
receive a copy of the Target Company Statement before deciding to accept or
reject the offer.
ENDS
For further information please contact:
Alan Clarke
Managing Director & Chief Executive Officer
T +64 9 306 7406
M +64 21 368 818
E alan@hellabyholdings.co.nz
Steve Smith
Chairman
M +64 21 791 342
www.hellabyholdings.co.nz
Hellaby at a glance
Hellaby Holdings (NZX: HBY) is a long term committed business owner with a
focus on businesses that provide innovative solutions in specialised
industrial services sectors.
Our goal is to be a leading Australasian investment opportunity, based on the
value we add to our portfolio, the returns we deliver to our shareholders and
the calibre of our people.
Hellaby''s core purpose is to generate long-term shareholder value by building
better businesses. We achieve this through a combination of performance
improvement and organic growth in the businesses we own, as well as smart
acquisitions and divestments.
We have identified the Automotive and Resource Services sectors as our core
focus, and also operate businesses in the Footwear market, which we have
identified as non-core. Our 3,000 people span New Zealand, Australia, the
Middle East and the Americas.
We have a decentralised business model, with Hellaby''s head office providing
strategic oversight and support for each business'' talented and experienced
business and technical teams.
End CA:00290159 For:HBY Type:TAKEOVER Time:2016-10-03 09:52:51