Johannesburg - Bidvest Group [JSE:BVT] chief executive Brian Joffe says drugmaker Adcock
Ingram Holdings [JSE:AIP] assertion that an offer by Bidvest to buy the drug group has lapsed due to technicalities is unfounded.
"They are making up stories to prevent shareholders from making a decision on our offer. We have shown that we have a firm offer for Adcock which has ticked every legal box required‚" Joffe told I-Net Bridge.
Last month‚ Joffe sent a letter to Adock's CEO‚ Jonathan Louw‚ saying his group wanted to buy 60% of Adcock for R6.2bn. Adcock on Tuesday said the offer was invalid because the letter did not come from the Bidvest board.
Then on Thursday‚ Adcock wrote in a statement on the JSE's share network service that Bidvest's offer had effectively lapsed because Joffe still had not sent a letter from board to board.
"The Bidvest Proposal was subject to the condition that by not later than April 2 2013‚ Bidvest receive an undertaking by the Board of directors of Adcock Ingram Holdings to cooperate with Bidvest in the implementation of the Transaction and in particular to propose a Scheme.
"On April 2 2013‚ the independent board of Adcock Ingram advised both Bidvest and Adcock Ingram shareholders that it would not propose a Scheme on the basis of the Bidvest Proposal given the Independent Board’s material concerns with the Bidvest Proposal.
"The Bidvest Proposal has therefore lapsed in accordance with its terms. Shareholders are accordingly advised that there is no longer a proposal from Bidvest before the Independent Board‚" Adcock wrote.
Joffe said Adcock just needed to do its duty and take his offer to its shareholders.
"The offer is still firm. I have explained that the Takeover Regulation Panel made this clear when they approved the letter I sent last month to Adcock. Adcock is just wasting its time. Ultimately the board has to take our offer to shareholders in terms of company law‚" he said.
Joffe was away in London but he would "take his next step" when he returned to SA.
"Maybe we will raise our offer or maybe we will walk away. We will take action‚" he said.
"They are making up stories to prevent shareholders from making a decision on our offer. We have shown that we have a firm offer for Adcock which has ticked every legal box required‚" Joffe told I-Net Bridge.
Last month‚ Joffe sent a letter to Adock's CEO‚ Jonathan Louw‚ saying his group wanted to buy 60% of Adcock for R6.2bn. Adcock on Tuesday said the offer was invalid because the letter did not come from the Bidvest board.
Then on Thursday‚ Adcock wrote in a statement on the JSE's share network service that Bidvest's offer had effectively lapsed because Joffe still had not sent a letter from board to board.
"The Bidvest Proposal was subject to the condition that by not later than April 2 2013‚ Bidvest receive an undertaking by the Board of directors of Adcock Ingram Holdings to cooperate with Bidvest in the implementation of the Transaction and in particular to propose a Scheme.
"On April 2 2013‚ the independent board of Adcock Ingram advised both Bidvest and Adcock Ingram shareholders that it would not propose a Scheme on the basis of the Bidvest Proposal given the Independent Board’s material concerns with the Bidvest Proposal.
"The Bidvest Proposal has therefore lapsed in accordance with its terms. Shareholders are accordingly advised that there is no longer a proposal from Bidvest before the Independent Board‚" Adcock wrote.
Joffe said Adcock just needed to do its duty and take his offer to its shareholders.
"The offer is still firm. I have explained that the Takeover Regulation Panel made this clear when they approved the letter I sent last month to Adcock. Adcock is just wasting its time. Ultimately the board has to take our offer to shareholders in terms of company law‚" he said.
Joffe was away in London but he would "take his next step" when he returned to SA.
"Maybe we will raise our offer or maybe we will walk away. We will take action‚" he said.