Business software provider, MYOB (ASX: MYO), will be removed from the official list of ASX companies, following the issue of compulsory acquisition by Manhattan Software.
The move follows a mid-week announcement that the company had been suspended from ASX quotation, and signals that the change of control will go ahead.
As of close of business January 12, Manhattan had secured over 93 per cent of shares in the software vendor, resulting in the issuing of a confirmation letter to UBS Securities Australia Limited in its capacity as Facility Agent.
After initially labelling Manhattan’s bid as opportunistic and recommending shareholders reject the offer, the two companies came to an agreement that saw the offer restructured to improve the headline price, remove conditions and provide greater flexibility for MYOB shareholders.
Part of the re-negotiated deal meant that securing more than 90 per cent of shares would see MYOB shareholders receive $1.1564 per share. The offer period has subsequently been extended to a final date of 28 January, after which MYOB shares that aren’t accepted will be compulsorily acquired.
Payment will be made to MYOB shareholders by both Manhattan and MYOB, with Manhattan issuing cheques ($1.04 per share) to those that accepted the offer on or prior to December 17, or within one month of the date of acceptance and no later than February 18. The special dividend of 8.15 cents will be paid by MYOB to its shareholders on February 6, and up to 3.49 cents in the form of franking credits.
Acquisition procedures are expected to take 4-6 weeks as of January 13, after which MYOB shares will be transferred to Manhattan Software.
MYOB announced that as a result of the takeover the company’s board has changed with the appointment of three new directors: Andrew Gray, Gregory Minton and Craig Wood.
Four directors have also resigned from the board: John Stewart, Colin Henson and Christopher Williams, while Craig Winkler will continue as MYOB’s Chief Innovation Executive.
MYOB CEO, Tim Reed, said no changes were planned to the company’s operational strategy.
The company also recently announced its exit from mainland China and a restructuring of distribution in a move to refocus its leadership positions in South-East Asia.
ARN is awaiting comment from MYOB.