NZX:PLE Market Announcement

Takeover Notice Received

13:23, 30 Oct 2015 | Takeover

Pulse Energy Limited (NZAX:PLE) has today received a takeover notice under the Takeovers Code from Buller Electricity Limited, giving notice of Buller Electricity’s intention to make a full takeover offer for all of the ordinary shares, mandatory convertible notes and options of Pulse. 
The proposed offer price is $0.11 per share, $1.10 per mandatory convertible note and $0.05 per option. Buller Electricity is currently the holder of 56.43% of Pulse’s issued shares.

The proposed offer is subject to various conditions, including that Buller Electricity receives acceptances for shares that would result in it holding 90% or more of Pulse’s voting rights and receives acceptances for 60% or more of the mandatory convertible notes.

A copy of Buller Electricity’s takeover notice and accompanying documents are attached to this announcement. 

As previously advised, Pulse’s Board has formed an independent committee of directors chaired by Trevor Janes to consider the proposed offer and to oversee Pulse’s response obligations under the Takeovers Code. The committee has appointed Campbell MacPherson Limited to prepare an independent adviser report as required under the Takeovers Code. Duncan Cotterill and Harmos Horton Lusk Limited have been appointed to provide legal advice to, respectively, Pulse and the independent committee.

The takeover notice is not a takeover offer. If Buller Electricity wishes to proceed to make a takeover offer, it must do so within the period that begins 14 days and ends 30 days after today. Shareholders should be aware that Buller Electricity is not legally obliged to make an offer during that period and, if it does not do so, Buller Electricity’s takeover notice will lapse. 

The independent committee recommends that Pulse security holders do not take any action in respect of their securities until they receive the committee’s recommendation and the independent adviser’s report. Security holders who are considering selling their securities before then are recommended to seek their own professional advice.

Trevor Janes 
Deputy Chairman and Chairman of the Independent Committee 
Pulse Energy Limited 
0274 935 033