This follows the formal approval by the Capital Markets Authority after it reviewed a Shareholders Circular from the AccessKenya Group Board.
AccessKenya Chairman Daniel Ndonye says the Board of Directors believes that the time is right for the business to move into the ownership of a large organisation such as Dimension Data.
“This historic transaction provides good value and I encourage our shareholders to exercise their rights by accepting this Offer which places a premium on the share value of more than 40 percent,” he said.
The AccessKenya Group Board of Directors has also recommended that shareholders vote in favour of de-listing, which will take place in December if the offer becomes unconditional in all respects.
After the delisting, AccessKenya will be merged with Internet Solutions a wholly-owned Dimension Data company in Kenya under the AccessKenya brand.
Dimension Data’s Offer Document, together with the Shareholders Circular from the AccessKenya Board of Directors, including details of the Independent Financial Advisors’s Report which outlines the transaction details will be dispatched to over 28 000 AccessKenya shareholders on July 9.
Last month, the AccessKenya Board appointed Kestrel Capital to conduct an independent valuation of its business, as required under the provisions of regulation 10 of the Take-Over Regulations.
The Shareholders Circular also states that “The IFA has confirmed that, based on its assessment of the recent trading price of AccessKenya shares on the NSE, the balance sheet, and the profit forecasts of AccessKenya, the offer is financially adequate, incorporating a fair take-over premium and, as a result, should be recommended to the shareholders to take up.”
In the IFA Report, Kestrel conducted a valuation of AccessKenya using various different valuation metrics, including: the discounted cash flow (DCF) analysis, comparable company market valuation multiples, average historical share price, and net assets valuation methodologies.
Kestrel Capital then compared the offer price to the fair market values derived from these different valuation methodologies and concluded that the Offer Price represented a substantial premium using all valuation methodologies.
Dimension Data will pay AccessKenya shareholders Sh14.00 per share for 218 million ordinary shares – a 42 percent premium on the AccessKenya price of Sh9.85 closing price on 3rd May 2013.
AccessKenya shareholders will also receive a final dividend of Sh0.30 per AccessKenya share proposed by the AccessKenya board in respect of the year ended 31 December 2012.
Shareholders have until 14 August to accept the offer.