Don’t sell, says Healing board

Press, 25 November 1982, Page 24

Don’t sell, says Healing board

PA Auckland Directors of Healing Industries, Ltd, have warned shareholders not to sell their shares after receiving notice of a .takeover bid from the EMCO Group, Ltd, for the 49 per cent of the Healing capital not already owned by EMCO. Mr H. A. Christensen said the' Healing board would make a further statement in a few days after fully considering the shares-and-cash offer from EMCO. He believed the offer was not good enough; too much paper was involved.

EMCO is offering six of its ordinary shares plus 50c in cash for every five ordinary Healing shares and seven EMCO ordinary shares plus 175 c cash for every five Healing 12 per cent convertible preference shares or 165 c cash for fractional entitlements.

The offer is conditional on 90 per cent acceptance or such lesser number as may be required down to 10 per cent.

Healing shareholders who accept the offer will receive the Healing interim dividend

of 3.75 c a share (7.5 per cent) payable in February. The EMCO shares issued will then qualify for the final EMCO dividend payable in September. Healing preference shareholders who accept the offer will qualify for the half-year dividend payable in March, and EMCO shares issued to these acceptors will qualify for the interim EMCO dividend payable in December, 1983.

Healing shares traded at 190 c (preference 230 c) at their last sale.

In March, EMCO spent $4.7M in acquiring 24.9 per cent of Healing’s ordinary capital in an off-market deal. This was followed in August by a market bid of 200 c for each. Healing ordinary share and 240 c for the preference shares, by which EMCO increased its stake in Healing to 51 per cent. It was also reported at that time that EMCO had permission from the Examiner of Commercial Practices to acquire all of Healing. Healing directors described the offer from EMCO in August as completely inadequate.