Dated at Auckland this 9th day of June 2008.
The Common Seal of the Takeovers Panel was affixed in the presence of:
D O Jones,
Statement of reasons
This notice applies to acts or omissions occurring on or after 14 March 2008 and expires on 30 June 2008.
The Takeovers Panel has granted an exemption to Turners and Growers Horticulture Limited (T&G) in respect of its failure to send an acquisition notice to the outstanding security holders in Kerifresh Limited (Kerifresh) within the timeframe specified in rule 54(2) of the Takeovers Code (the Code).
T&G made a full takeover offer for Kerifresh on 11 February 2008. That offer closed and was declared unconditional on 14 March 2008, resulting in T&G becoming the dominant owner of Kerifresh.
Under rule 54(2) of the Code, T&G was required to send an acquisition notice to the outstanding security holders in Kerifresh not later than 30 days after the end of its offer period. T&G did not send an acquisition notice on or before the last day for compliance with this rule, which was 14 April 2008.
The Panel considers that the granting of the exemption contained in this notice is appropriate and consistent with the objectives of the Code because—