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Savannah Clinker Limited (SCL), a prominent player in the building and construction sector, has placed a Ksh 25.4 billion counter-offer to acquire up to 100% of the issued ordinary shares in Bamburi Cement Plc, pending regulatory approvals.
A Competitive Edge
Savannah Clinker, owned by seasoned entrepreneur Mr. Benson Sande Ndeta, has sweetened the deal with an additional Ksh 1.8 billion for all shareholders. This counter-offer surpasses the recent US$180 million (Ksh 23 billion) bid by Tanzanian conglomerate Amsons Group, which also aims to acquire Bamburi’s entire equity stake.
Challenging the Status Quo
By targeting the entire company and setting a success threshold at 60% of the shares, SCL challenges Amsons’ claim that its transaction with Holcim, the Swiss multinational holding a majority stake in Bamburi, was irrevocable. As a locally incorporated firm, SCL’s bid promises attractive tax benefits, as dividends will remain within the country.
Immediate Payouts and Premium Offers
Savannah Clinker plans to exit Holcim while offering a premium for minority equity stakes. SCL has committed to paying all shareholders immediately after the transaction closes, no later than February 28, 2025. This is in contrast to Amsons’ long stop date of November 28, 2025, representing a nearly 15% uplift in the offer price.
Enhanced Share Value
SCL’s offer includes a Ksh 5 per share premium over Amsons’ Ksh 65 per share offer, bringing the total to Ksh 70 per share. This offer is for the 362,959,275 issued shares of Bamburi, payable almost immediately.
Regulatory Compliance and Engagement
Savannah Clinker has filed details with the Capital Markets Authority (CMA) and served an intention to acquire notice to Bamburi Plc. SCL’s competing offer aims to counter Amsons Industries (K) Ltd’s Notice of Intention issued on July 10, 2024.
Commitment to Kenyan Interests
He highlighted his extensive experience in the local business and construction sector, including his roles at East African Portland Cement and Savannah Cement.
Premium Valuation
The Ksh 70 offer represents a 53.34% premium as of July 9, 2024, the day before Amsons’ Notice of Intention. It also reflects a 64.55% premium over the 30-day volume-weighted average price (VWAP) of Ksh 42.54 per share, a 56.91% premium over the 90-day VWAP of Ksh 44.61, and a 79.62% premium over the 180-day VWAP of Ksh 38.97.
Future Plans
Subject to achieving a 60% acceptance threshold, Savannah Clinker does not intend to de-list Bamburi from the NSE. However, if acceptances reach 90% or more, SCL will offer the remaining shareholders a consideration equal to the prevailing market price or the price offered to other shareholders, in accordance with the Companies Act, 2015.
Employee Assurance
Savannah Clinker assures the continuity of Bamburi Cement’s business operations, maintaining existing employment rights and pensions for all employees. The firm values the expertise and experience of Bamburi’s management and employees, promising avenues for growth and retention.
About Savannah Clinker
Established in 2019, Savannah Clinker Limited is a mining, manufacturing, processing, packaging, marketing, and cement solutions provider. The firm is also developing a limestone extraction and clinker processing plant in Kitui County.