Coca-Cola European Partners (CCEP) says it has completed its due diligence and has entered into binding agreements to acquire Coca-Cola Amatil Limited (CCL). The proposal was announced on 25 October.
Under the terms, CCEP will offer to buy 69.2 per cent of the entire existing share capital of Amatil, held by independent shareholders for $12.75 per share.
Amatil's board has reconfirmed it will unanimously recommend the scheme in the absence of a superior proposal.
The scheme would still be subject to customary conditions, including Australian Foreign Investment Review Board approval and New Zealand Overseas Investment Office approval.
CCEP has also entered a co-operation and sale deed with Coca-Cola Company in respect to the acquisition of its 30.8 per cent interest, conditional on implementation of the scheme with Amatil.
Under the co-operation and sale deed, Coca-Cola will be entitled to $9.57 per share in cash for part of their shareholding, which comprises 10.8 per cent of Amatil’s shares. CCEP will acquire all of Coca-Cola’s remaining 20 per cent shareholding in Amatil for $10.75 per share, either in cash or a combination of cash and the issue of CCEP shares at an agreed conversion ratio.
CCL Independent Shareholders will be given the opportunity to vote on the Scheme at the Scheme meeting expected to be held in early-mid March 2021.
Subject to the satisfaction of the conditions of the Scheme, the Scheme is expected to be implemented at the end of Q1 2021.
