Rural Equities Limited
Transaction Type: Takeover (Compulsory acquisition)
Offeror: H&G Limited
Independent Adviser(s): Northington Partners (Rule 21), Calibre Partners Limited (Rule 57)
Offer commencement date: 18/12/2024
Offer closing date: 24/01/2025
Exemption: Rural Equities Limited - Exemption Notice 2025
On 18 December 2024, H&G Limited (H&G) made an offer under the Code to purchase all of the fully paid ordinary shares (the REL Shares) in Rural Equities Limited (REL) that it did not already own for $6.65 per share (the Offer Price). Northington Partners Limited prepared an independent adviser’s report on the merits of the transaction dated 20 December 2024.
On 29 January 2025, H&G gave notice that it had become the dominant owner of REL and would compulsorily acquire all outstanding REL Shares. Subsequently, H&G announced that it had received written objections regarding the Offer Price from shareholders who together held 10% or more of the outstanding REL Shares. H&G was required to appoint an independent expert under rule 58(1) of the Code to make an expert determination pursuant to rule 57(3) of the Code (the Expert Determination). On 11 February 2025, the Panel determined that Calibre Partners Limited (Calibre) should be appointed as the independent expert and accordingly, H&G referred the Expert Determination to Calibre.
On 26 March 2025, the Panel granted Calibre an exemption from rule 58(4) of the Code to allow 25 working days (as opposed to 20 working days), from the date of its appointment, to complete the Expert Determination.
Calibre made the Expert Determination on 2 April 2025, specifying $7.1781 to be the fair and reasonable value of each REL Share.
Other than Calibre's expert determination, we have not received consent to publish documents in relation to this transaction on our website. However, copies of these documents are available upon request to the Panel under the Official Information Act 1982. Please send your written Official Information requests to takeovers.panel@takeovers.govt.nz.
