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- Release Date: 15/10/13 19:26
- Summary: TAKEOVER: FIN: Confirmation of despatch of offer document
- Price Sensitive: No
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FIN
15/10/2013 17:26
TAKEOVER
REL: 1726 HRS Finzsoft Solutions Limited
TAKEOVER: FIN: Confirmation of despatch of offer document
15 October 2013
Finzsoft Solutions Limited (NZX: FIN) - confirmation of despatch of offer
document
The Company advises that it has today received a despatch notice from
Holliday Group Holdings (ICT Investments) Limited (Holliday Group) advising
that Holliday Group's offer document in respect of its offer to purchase all
of the equity securities of the Company has been sent to the Company's equity
security holders. The offer document is accompanied by a letter from the
Independent Chairman of the Company, the Company's Target Company Statement,
an independent advisor's report prepared by Kordamentha pursuant to Rule 21
of the Takeovers Code and an independent advisor's report prepared by
Lonergan Edwards and Associates Limited for the purposes of Rule 22 of the
Takeovers Code on the fairness and reasonableness of the consideration and
terms of the offer as between Options and Shares.
As indicated in our 17 September 2013 announcement, Holliday Group's offer is
subject to one condition, that Holliday Group receive acceptances from
holders of equity securities which will confer 51% or more of the voting
rights in the company to Holliday Group. On 6 September 2013, the company
announced that it had received a substantial security holder notice from
Holliday Group relating to a lock-up agreement between (among others)
Holliday Group and ICT Investments (FS) Limited (ICT Investments) in relation
to ICT Investments Limited's 63.61% shareholding in the Company. Under the
lock-up agreement, ICT Investments agreed to accept Holliday Group's offer in
respect of all of its 63.61% shareholding in the Company shortly after the
formal takeover offer has been made.
The Company has today been advised by Holliday Group that ICT Investments has
accepted Holliday Group's takeover offer. Holliday Group has accordingly
also provided notice to the Company that the takeover offer is now
unconditional. Substantial security holder notices were filed with NZX by
Holliday Group and ICT Investments Limited earlier today.
The closing date for the takeover offer is 13 November 2013 or such later
date as the closing date may be extended in accordance with the Takeovers
Code. The terms of the takeover offer are as set out in Holliday Group's
offer document, a copy of which accompanies Holliday Group's notice of
despatch of the takeover offer, as filed with NZX earlier today.
The Company's independent directors encourage shareholders and option holders
to read Holliday Group's offer document as well as the Target Company
Statement and accompanying independent advisors' reports carefully and take
advice as necessary before responding to the takeover offer.
This announcement should be read and understood in conjunction with the full
text of Hollday Group's other announcements filed with NZX earlier today.
These announcements are available to be viewed at NZX's website
(www.nzx.com).
Yours faithfully,
Brent Impey
Independent Chairman
End CA:00242400 For:FIN Type:TAKEOVER Time:2013-10-15 17:26:15
