SLI Systems Limited 2018


Transaction Type: Takeover (Full)

Offeror: ESW Holdings INC

Independent Adviser(s): Northington Partners (Rule 21), Simmons Corporate Finance (Rule 22)

Offer commencement date: 9/11/2018

Offer closing date: 2/01/2019


On 9 November 2018, ESW Holdings INC. (ESW) made a full takeover offer to purchase all of the ordinary shares and all of the unlisted options in SLI Systems Limited (SLI) for an offer price of NZ$0.65 per share and $0.04 to $0.40 per option (the option prices varied depending on the tranche).

Prior to the offer being made, certain shareholders of SLI had entered into lock-up agreements with ESW. Together, the participants to the lock-up agreements held or controlled approximately 51.27% of the shares in SLI.

The independent directors' committee of SLI unanimously recommended that shareholders and option-holders accept the offer from ESW.

On 2 January 2019, the offer closed with ESW receiving acceptances representing 95.45% of the ordinary shares in SLI and a majority of the unlisted options. ESW compulsorily acquired all of the remaining ordinary shares and options not accepted under the offer.

On 10 January 2019, SLI delisted from the NZX.