13th Feb 2014 10:26
LONDON (Alliance News) - The independent directors of IG Seismic Services PLC Thursday continued to urge shareholders to reject a bid to acquire the company from a company owned by IG Seismic's chief executive, saying they think the bid undervalues the company.
UCE Synttech Holdings Ltd, a company ultimately owned by IG Seismic Chief Executive Nikolay Levitskiy, made a USD15.00 a share offer to buy the IG Seismic shares it didn't already own on January 22.
Wednesday, Synttech said it had received valid acceptances in respect of 5.1 million IGS Seismic shares, representing about 24.50% of the target company's current issued share capital and about 34.90% of the shares to which the offer relates. It previously had a stake of about 31.45% in the company.
In a statement Thursday, IG Seismic's independent directors said the level of acceptances achieved means that Synttech, together with its concert parties, now controls more than 55% of the voting rights of the company and therefore already has effective control over its operations and the ability to change the composition of the board regardless of the views of the minority Shareholders.
"The Independent Directors stated in the circular issued to shareholders on 30 January 2014 that they believe the Offer fails to reflect fully the value of IGSS, its prospects and its strengths and that shareholders should therefore reject the offer," they said in a statement.
"The Independent Directors therefore unanimously recommend that shareholders reject the offer by taking no action in respect of their shareholding," they added.
The offer is open until 1300 GMT on February 26.
The independent directors haven't been unanimous in holding out against giving the CEO full control of the company. Sergey Generalov, who had an indirect interest in 15.28% of the IGSS shares in issue, decided to accept the offer in respect of about half his holding, saying it offered him the opportunity to take the money to make investments elsewhere.
The remaining independent directors are Peter O'Brien, Sergey Generalov, Dmitry Lipyavko, Boris Aleshin, Felix Lubashevsky and Maurice Dijols.
By Steve McGrath; [email protected]; @stevemcgrath1
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