Z Energy Limited


Transaction Type: Scheme of arrangement

Offeror / Other Party: Ampol Limited

Independent Adviser(s): Calibre Partners

Date of meeting: 25/03/2022


On 10 October 2021, Z Energy Limited (Z Energy) entered into a scheme implementation agreement with Ampol Limited (Ampol) under which Ampol would acquire 100% of the shares on issue in Z Energy under Part 15 of the Companies Act 1994 via scheme of arrangement.


Under the terms of the scheme, Ampol would pay cash consideration of $3.78, subject to price adjustments relating to payment of dividends by Z Energy and delays to the implementation of the scheme past 31 March 2022. Following the payment of an interim dividend in December 2021, the revised consideration was $3.76. Ultimately, due to delays to the implementation of the scheme, shareholders received consideration of $3.782 per share.


On 25 March 2022, Z Energy shareholders voted to approve the scheme. The High Court granted final orders on 26 April. The scheme was implemented and Z Energy was delisted on 10 May 2022.


Calibre Partners prepared the independent adviser’s report on the merits of the transaction.


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