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Bapcor gets OIO approval to buy Hellaby

NZ Newswire logoNZ Newswire 21/12/2016 Sophie Boot

Bapcor, the ASX-listed auto-parts company, says it's confident it will get acceptances for more than 50 per cent of Hellaby Holdings under its takeover offer and may waive its 90 per cent ownership condition.

The Overseas Investment Office has approved Bapcor's $3.60-per-share offer, it says in a statement to the ASX.

The offer included the condition that it receive acceptances for 90 per cent of the voting rights in Hellaby, letting it enforce mop-up provisions to take the company private.

Bapcor can waive that condition making its offer conditional on it getting acceptances for 50 per cent of the voting rights.

As of Wednesday, Bapcor held 46 per cent of Hellaby, according to NZX filings.

"Bapcor are now confident of achieving in excess of 50 per cent of the shares of Hellaby given acceptances received to date," it said.

"If Bapcor receives acceptances which on transfer would confer on Bapcor more than 50 per cent of the voting rights in Hellaby, the Bapcor board may consider in early January whether it will waive the 90 per cent condition and declare Bapcor's offer unconditional."

Hellaby operates automotive companies such as BNT and Diesel Distributors as well as shoe retailers Hannahs and Number One Shoes.

Last Friday, the board advised shareholders not to accept the offer, provided first-half guidance for profit of up to $39.5 million, and promised a special dividend if the offer fails.

Hellaby's chairman Steve Smith said if the offer failed, the board intended to immediately confirm an interim dividend in line with existing policy, which is to distribute around 75 per cent of net profit, and pay a special dividend.

Bapcor's chief executive Darryl Abotomey says the guidance is disappointing, as without the benefit of the sale of Hellaby's equipment group profit would be between $4m and $5m, compared to $4.7m a year earlier.

Hellaby shares last traded at $3.41, and have gained 16 per cent this year,

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