ASX-listed auto-parts company Bapcor has built a 48.7% stake in Hellaby Holdings, creeping closer to winning control of its NZX-listed target.
Bapcor had previously held 47.5% of Hellaby on December 28, 2016. Under its takeover offer made in October, it wants to buy up to 90% of Hellaby at $3.60 per share, a threshold which would allow it to enforce mop-up provisions to take the company private.
However, Bapcor has said it may waive the 90% target, making its offer conditional on it getting acceptances for 50% of the voting rights, which it says it's confident of achieving, and its board will consider that option in early January.
As of the latest disclosure, it has conditional acceptances for a further 1.14 million shares, or about 1.2%, based on the offer becoming unconditional. Its previous disclosure had conditional acceptances for 1.5% of the shares.
Hellaby's board has advised shareholders not to accept the offer, which it says undervalues the company. Bapcor lifted its offer to $3.60 in December from the initial $3.30 bid, but said it would not increase the price further despite Hellaby's directors seeking an additional 18 cents per share dividend.
The Hellaby board's first-half guidance is for profit of up to $39.5 million, which includes a one-off $30 million gain from the sale of its equipment group. The company has promised a special dividend if the offer fails.
Bapcor's chief executive Darryl Abotomey says the guidance is disappointing, as profit would be between $4 million and $5 million, compared to $4.7 million a year earlier, once one-off gains were excluded.
Hellaby shares last traded at $3.52, up 20% in the past 12 months, while ASX-listed Bapcor last traded at $A5.95, up 43% from a year earlier.
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