Following a cautionary announcement on 1 October and the increase of its shareholding in Datacentrix to 45%, Pinnacle has revealed that it is making a mandatory offer to complete a 100% buyout of the company.
In a SENS statement, Pinnacle says: “As a result of Pinnacle’s shareholding in Datacentrix surpassing 35% of the Voting Securities, Pinnacle is required, in terms of section 123 of the Companies Act, No. 71 of 2008 (the “Act”), to extend a mandatory offer to the remaining Datacentrix ordinary shareholders (the “Offer”) on the same terms as the Acquisition,which Offer must be made within one month of this announcement.”
Pinnacle recently acquired an additional 20-million Datacentrix shares from RMB. Prior to that, Pinnacle already owned 68,5-million shares, or 34,9# of the company.
Under the terms of the new offer, Pinnacle will offer Datacentrix shareholders one Pinncale share for every 2,6 Datacentrix shares they hold.
The offer is subject to approval from the Takeover Regulation Panel, the Reserve Bank and the JSE, although not the Competition Commission as the statement clarifies: “… Pinnacle received approval from the Competition Authorities on 30 October 2013 in respect of the acquisition of Sanlam Private Equity’s shareholding in Datacentrix, which approval included Pinnacle acquiring any further interest in Datacentrix up to 100% of Datacentrix’s shares, and therefore the Offer will not be subject to any further Competition Commission approval.”