Archroma Textiles has entered into a share purchase agreement (SPA) with Clariant International AG for the purchase of its 75 percent (25.588 million) ordinary shares through public offer, said officials associated with the deal. Archroma Textiles was formed on March 13, 2013 as a special purpose vehicle under the laws of Luxembourg to serve as a holding company. The parties have agreed on a purchase consideration of Rs2.998 billion or $29.65 million, equivalent to Rs117.17 per share.
The purchase price under the SPA assumes a total negative net debt for Clariant Pakistan of Rs748.619 million and the proportional share of Clariant International AG, holding around 75 percent of the shares as being Rs561.464 million.
“The acquirer, Archroma Textiles, intends that post-acquisition Clariant Pakistan will continue to carry on its textiles, chemicals, paper specialties and emulsions business and does not have any other future plans. It is not currently intended to delist the company from the Karachi Stock Exchange,” said Faraz Hussain at Citibank N.A Pakistan, which has been appointed as manager to the public offer.
The public offer is valid for all shareholders whether they are holding physical shares in form of share certificates or book entry securities in the central depository company.
The public offer would remain open for a period of 60 days. Acceptances would be tendered by the shareholders during the acceptance period starting from October 14, 2013 up to October 21, 2013.
The acquirer has provided security in the form of an irrevocable stand by letter of credit issued by HSBC Bank USA.
Source: The News