Takeover offer deadline extended

The closing date for a takeover offer for 2 Cheap Cars (2CC) has been pushed back more than four weeks to September 23.

Sena & Co Limited, which is owned by 2CC co-founder and chief executive David Sena, has offered $0.80 per share for all the company’s ordinary shares it doesn’t hold.

As of the end of August, 6, the number of acceptances of the offer totalled more than 3.1 per cent of those ordinary shares.

Sena & Co, which holds or controls 75.924 per cent of 2CC’s ordinary shares, sent a letter to shareholders on August 10 notifying them the final date for acceptances had been extended from August 23 to September 23

“The minimum acceptance condition will be satisfied once we receive acceptances which will result in Sena & Co holding or controlling 90 per cent or more of the voting rights in 2CC, unless waived in accordance with the terms of the offer,” it explains. 

“If the 90 per cent threshold is not reached, and the condition is not waived, the offer will lapse, shareholders will not receive their cash consideration of $0.80 per share, and the stock will likely trade down towards or below the pre-announcement trading price of $0.66 per share.

“Shareholders are therefore strongly encouraged to accept the offer as soon as possible to help ensure the offer can proceed to completion and receive their cash consideration promptly once the offer conditions are satisfied.” 

The letter notes the offer period may be further extended in accordance with the Takeovers Code. 

It urges 2CC shareholders who have not yet accepted the offer to read the offer document and the target company statement. 

Sena & Co adds that shareholders should consider some of the following points when making their decisions: 

• The independent directors of 2CC have unanimously recommended the offer be accepted. 

• The offer price of $0.80 per share is within the valuation range stated in the independent adviser’s report, which is included in the target company statement. 

• The offer price of $0.80 in cash per share includes a premium of 21 per cent to the last closing price on the NZX of $0.66 on July 9. 

• As 2CC noted in an announcement to the market on August 4, trading in July was weaker than the first quarter and trading conditions remain volatile. 

• Trading in 2CC’s shares is illiquid and the offer presents a certain opportunity to sell for all-cash consideration.