The proposed acquisition of Bamburi Cement PLC by Savannah Clinker has taken a new twist following an update by the Capital Markets Authority (CMA).
CMA in a notice on December 4, 2024, issued an update on the acquisition of Bamburi Cement PLC shares saying that Savannah has withdrawn its bid.
This comes in the wake of arrest and release of Savannah Clinker boss Benson Ndeta.
Ndeta was arrested on Thursday, November 28 in Valley Arcade, Nairobi then thereafter taken to the Directorate of Criminal Investigations (DCI) headquarters where he was questioned and then taken to Muthaiga Police Station.
He was the detained before a ruling by the High court of Kenya demanded for his release. However, CMA while announcing Savannah’s withdrawal said that it has approved it
Statement by CMA on Bamburi Cement acquisition
The Capital Markets Authority (CMA) would like to notify the shareholders of Bamburi Cement Plc and the investing public that Savannah Clinker Limited has withdrawn its competing offer for acquisition of the Bamburi Cement Plc shares today (04 December 2024).
CMA has also approved the withdrawal of the offer in line with the Capital Markets (Takeover and Mergers) Regulations, 2002.
Following this development, shareholders of Bamburi Cement Plc who had accepted the offer by Savannah Clinker Limited have until 5.00pm on Thursday, 5 December 2024 to reconsider their decision.
Also Read: Kenya Clears Tanzanian Tycoon’s Bid to Take Over Bamburi Cement
Shareholders who do not change their decision will be deemed to have declined the offer by Amsons Industries (K) Limited and remain shareholders of Bamburi Cement Plc.
Consequently, the only valid offer is the one from Amsons Industries (K) Limited as already approved by the Authority without any changes.
Shareholders who had accepted either of the offers are free to withdraw their acceptance before closure of the offer period at 5.00 pm on Thursday, 5 December 2024. Trading of Bamburi Cement Plc shares will be suspended from 9.00 am on 06 December 2024 to facilitate reconciliation.
Savannah Clinker responded to the notice by CMA noting that the withdrawal of the Competing Offer has been occasioned by the recent arrest and indictment of the Chairman and main shareholder of SCL Benson Ndeto.
The company said that the arrest and indictment led to the financier of the Competing Offer seeking additional due diligence, coupled with the decline by the CMA of a request made on 2nd December 2024 to extend the Offer Period by 60 days to enable the Competing Offeror to respond to any inquiries.
Savannah Clinker boss arrested
The Savannah Clinker boss denied Ksh4.5 billion fraud charges before a Milimani Magistrate’s court where he had been charged
High Court judge Bahati Mwamuye said Ndeta should be released, forthwith, a few hours after a Nairobi magistrate ordered that he be remanded at Muthaiga Police station until Monday, December 2.
The order had blocked the police from arresting him and the Director of Public Prosecutions (DPP) Renson Ingonga from preferring criminal charges against the businessman over matters relating to Savannah Cement Limited, where he was a majority shareholder, on the basis of the loans borrowed by the manufacturer.
The court directed his lawyers to serve the court documents on the DPP by close of business on Monday.
Savannah Clinker, a private firm registered in 2019, had proposed to pay Ksh25.41 billion for Bamburi Cement.
Also Read: Billionaire Ndeta Withdraws Bamburi Cement Bid with Immediate Effect
The businessman offered to offer Ksh70 for every share to acquire the giant company and beat Tanzania-based conglomerate Amsons Industries, which offered Ksh65 per share or a total of Ksh23.59 billion.
Following the arrest and subsequent release of Ndeta, Amsons Group, Savannah’s fierce rival in the Bamburi cement takeover, made a move towards the bid.
Amsons Group announces approval
The company in a notice on Wednesday December 4, 2024, said it has received all necessary regulatory approvals for its offer to acquire up to 100% of the shares.
According to the Tanzanian conglomerate, the receipt of regulatory approvals affirms the statutory compliance.
These approvals include those from the Ministry of Mining, Blue Economy and Maritime Affairs and an unconditional approval from the COMESA Competition Commission.
With the offer period set to close on Thursday 5 December 2024, Amsons which aims to usher in a new era of growth for Bamburi Cement Plc, assured a seamless transaction saying it is fully prepared to finalize the transaction.
“Backed by KCB Investment Bank, Amsons is dedicated to ensuring a smooth process including prompt payment to shareholders who accept Amsons’ offer, providing them with the ability to realize the value of their investment in Bamburi Cement Plc.”
Amsons Group is a family-owned business founded in 2006 in Tanzania that has more than $1 billion in annual turnover.
Its main business operations historically involved bulk oil and petroleum products importation under the Camel Oil Tanzania retail brand.
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