Significance of legal due diligence in M&A
Monday April 26 2021
The spectre of a dead deal loomed when it emerged that an employee of BOC Kenya Plc, an industrial and medical gas manufacturing company, which is currently involved in an acquisition process by Carbacid Investments Ltd and Aksaya Investments LLP, filed a labour dispute in court against the company for a claim of Sh15 million. The employee made an application to the Nairobi’s Industrial Court seeking to halt the acquisition until his claim is heard and determined.
The court’s riposte to that petition was to provisionally restrict BOC from pursuing its buyout deal; with Justice Mbaru Monica ordering it to temporarily hold off any merger, transfer or reorganisation of its business and/or disposal of assets until the said labour dispute was resolved. The court’s decision thwarted the progress of the buyout resulting in a substantial delay of the publication of key transaction documentation.
Tycoon in tribunal to block Carbacid takeover of BOC
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Gas firms buyout deal threatens to implode as valuation row boils over
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Labour dispute delays BOC Kenya buyout plan
Monday February 08 2021
BOC, which has operated in Kenya since 1940, produces and supplies industrial, medical and special gases. FILE PHOTO | NMG
By VICTOR JUMA
Summary
Mr Brian Busiyile Simiyu filed a case before Nairobi’s Employment and Labour Relations Court which ordered that the takeover of BOC by Carbacid be suspended pending a hearing on February 9, 2021.
The court case has interrupted BOC’s takeover timetable, with the publication of documents relating to the buyout being delayed once again.
The takeover offer documents were due to be circulated on February 5, 2021.
An employee of BOC Kenya #ticker:BOC has obtained court orders stopping the sale of the company to Carbacid Investments #ti until his claim of Sh15 million is addressed.
THE STANDARD By
Correspondent |
February 1st 2021 at 11:35:32 GMT +0300
BOC MD Marion Gathoga (PHOTO: Wilberforce Okwiri)
Carbacid Investments Plc (CIL) shareholders have approved the acquisition of up to 100 per cent of the shareholding of BOC Kenya Plc (BOC) in an offer announced last November.
The proposal was approved at CIL’s 49th shareholders’ annual general meeting (AGM).
BOC produces and supplies industrial, medical and special gases while CIL’s main operating subsidiary Carbacid (CO2) Ltd produces natural food-grade carbon dioxide extracted from natural underground reservoirs.
Last November, CIL and Aksaya Investment LLP notified BOC of their intention to make a joint takeover bid to acquire up to 100 per cent of the shares of BOC, being 19.52 million ordinary shares with a par value of Sh5 for a cash consideration of Sh63.50 per share (offer).