28th May 2019 14:32
LONDON (Alliance News) - Non-Standard Finance PLC said Tuesday its independent shareholders and majority shareholders have come to an agreement should any shareholder end up holding more than a 30% interest in the enlarged group following Non-Standard Finance's hostile takeover of Provident Financial PLC.
Non-Standard Finance's GB1.3 billion offer for fellow sub-prime lender Provident has become unconditional - after Non-Standard Finance lowered its acceptance condition to 50% from 90%. So far, holders of 53.5% of Provident shares have taken up the offer, but these accepting Provident shareholders also collectively make up the majority of Non-Standard Finance shareholders, holding shares in both companies.
However, Non-Standard Finance has noted that the offer may become wholly unconditional, on June 5, before Non-Standard Finance is in a position to compulsorily acquire the rest of Provident shares. This would be the case if Non-Standard Finance has still not received acceptances over 90% of Provident shares.
In this event, Non-Standard Finance has said its independent shareholders - those who only hold shares in Non-Standard Finance - have agreed a "whitewash resolution" with Invesco and Woodford, allowing the pair the opportunity to waive their right not make an offer for the enlarged group.
Non-Standard Finance has said it has received confirmation from Invesco and Woodford that they would both waive this right.
Non-Standard Finance said the deal will "protect" independent shareholders.
Under the UK Governance Code, if a firm holds more than 30% of a company it is required to make an offer for the rest of the company it is not interested in.
If June 5 deadline passes and Non-Standard Finance has still only received 53.5% acceptances from Provident shareholders, Woodford would hold a 41.9% interest in the enlarged group and Invesco would control 37.1%.
Shares in Non-Standard Finance were up 0.7% Tuesday at 48.54 pence each. Provident was trading 0.4% higher at 454.60p.
Related Shares:
PFG.LNSF.L