JOHNSON WINTER & Slattery acted as legal adviser to Gerard Lighting Pty Ltd on its $100 million takeover bid for lamp and lighting systems distributor Lighting Corporations Ltd (LCL).
The bid was initially a hostile takeover bid with a 50.1 per cent minimum acceptance condition. The revised offer for LCL’s shares was unanimously recommended by the board of Lighting Corporation. The current offer of $1.10 cash for each LCL share is a 22-cent increase from the initial offer of 88 cents in October.
John Keeves, partner at Johnson Winter & Slattery, said: “We enjoyed working with the team from Gerard Lighting and their corporate advisers KPMG Corporate Finance on what is a strategic transaction for our client.
“It has been a long-running and challenging deal with the unusual feature of moving from a 50.1 per cent minimum acceptance condition to a 90 per cent condition in conjunction with improving the consideration.”
Gerard Lighting has now secured a unanimous board recommendation on the basis of an improved offer and 90 per cent minimum acceptance condition so Gerard Lighting can move to compulsory acquisition.
“This is a great result for our client Gerard Lighting and a good outcome for LCL shareholders, with potential additional value from franking credits from a special dividend as part of the deal structure,” said Keeves.
Keeves was assisted by partner Jim Hunwick on the finance aspects of the acquisition. Thomson Playford acted for Lighting Corporation Ltd.