Bamburi Cement shareholders who failed to sell their shares to Tanzanian conglomerate Amsons Group during its takeover of the company in December are set to be compulsorily bought out in a transaction worth Sh815.9 million.
Amsons announced on Thursday that it has moved to exercise its right to acquire the remaining Bamburi stake —known as a squeeze out— having reached the required threshold of at least 90 percent acceptance of its bid.
The Tanzanian firm acquired the Bamburi shares at a price of Sh65 per unit, and it will buy the balance at the same price, taking the final value of the transaction to Sh23.59 billion.
The terms of the offer document stipulated that the squeeze out would be done at either the prevailing market price of the shares or the offer price, whichever is higher.
The stock was trading at Sh56.50 per share Thursday, meaning that the buyout price will apply for the mandatory purchase.
In the takeover, Amsons acquired 350.4 million Bamburi shares, representing 96.54 percent of the company’s issued shares. Those who held out against the offer were left holding 12.55 million shares, or 3.46 percent of the company stock.
To facilitate the squeeze out, the Bamburi shares will be suspended from trading at the Nairobi Securities Exchange (NSE) for a period of 10 weeks, with shareholders who were on the register as at February 27 qualifying to be bought out.
“Trading has been suspended to facilitate requisite legal measures to implement the anticipated squeeze-out of remaining shareholders in compliance with regulatory requirements,” said the NSE in a statement.
“The suspension … takes effect from February 28, 2025 and shall remain in force until May 9, 2025, or such other period as may be determined by the Capital Markets Authority) CMA).
Investors who have bought Bamburi shares in the market since the offer closed on December 5 are among those set to benefit from the squeeze out.
NSE data shows that 464,200 Bamburi shares have changed hands since December 5, at a price range of between Sh48 and Sh59.25.
This means that those buying these shares, if held until the squeeze out, will enjoy a premium of between Sh5.75 and Sh17 per share when they are compulsorily bought out in the coming weeks.
In addition to the right to acquire the remaining shares, Amsons is also set to delist Bamburi from the NSE, having surpassed the 75 percent acceptance threshold needed to do so.
Amsons was ultimately the sole bidder for Bamburi after a rival offer by Kenyan firm Savannah Clinker fell by the wayside a day before the offer closure date.
Savannah pulled out its offer days after its chairman Benson Ndeta was arrested and later released over alleged fraud.
Following Amsons’ announcement of its bid on July 10, Savannah Clinker put up a counter offer of Sh70 per share on August 27, before raising it to Sh76.55 in October, and valuing its bid at Sh27.8 billion.
Investors who had pledged their shares to Savannah before it withdrew its bid were allowed to tender them afresh in favour of Amsons.
