BOC, which has operated in Kenya since 1940, produces and supplies industrial, medical and special gases. FILE PHOTO | NMG The Capital Markets Tribunal is yet to start hearings of a case in which Carbacid Investments’ proposal to acquire BOC Kenya for Sh63.5 per share has been opposed by a minority shareholder.
Former BOC chairman Ngugi Kiuna filed an application at the tribunal on March 2, objecting to the deal which he says undervalues the company in which he holds a 7.6 per cent stake.
The tribunal has not taken action on the application more than a month later, creating uncertainty for shareholders of both BOC and Carbacid.
The regulatory body could scuttle the transaction or allow it to proceed on the existing terms.
“There has been no communication from the tribunal,” a representative of Mr Kiuna told Business Daily on Tuesday. Another person familiar with the issue said the tribunal is expected to launch the proceedings soon.
Without the legal action, the period for BOC shareholders to accept or reject Carbacid’s offer of Sh63.5 per share or a total of Sh1.2 billion would have closed on Tuesday.
BOC told its shareholders to stop sending in their acceptance forms until the tribunal makes its decision.
The company added that the law requires that the status quo be maintained on any matter that is the subject of an appeal at the tribunal.
It was not immediately clear how many BOC shares had been tendered to Carbacid by the time the appeal was lodged with the tribunal.
Carbacid is however guaranteed of securing a 63.5 per cent stake which was pledged by the target company’s majority shareholder BOC Holdings.
Mr Kiuna says CMA erred in approving the takeover by ignoring the undervaluation of BOC besides disregarding the protection of interests of minority shareholders.The businessman laid out the grounds for his contention that Carbacid’s offer is inadequate. He said that as of December 31, 2020, BOC had Sh1.1 billion in cash and cash equivalents alone.