South African agribusiness investor Zeder has confirmed its 'firm intention' to buy out the minority shareholders in produce company Capespan, in which it already holds a majority shareholding. 

In joint letter to shareholders, Zeder said it planned to make an offer to acquire all the ordinary shares in the company, not already held by Zeder and members of Capespan's management, by way of a 'scheme of arrangement'.

Capespan has now appointed an independent board which excludes any Zeder representative to evaluate the scheme and advise shareholders in due course if it is regarded as 'fair and reasonable'.

Under the scheme, shareholders would receive 85 Zeder shares in exchange for every 100 Capespan shares, which Zeder said implied an offer value of R6.50 (US$0.55) per share, representing a 65% premium to the volume-weighted average price (VWAP).

Website bdlive.co.za reported trade in Capespan's shares had been suspended since the end of July, promoting speculation that Zeder, which already owns 71%, would pitch an offer to the remaining minority.

Zeder CEO Norman Celliers reportedly said as there was no intention to list Capespan in the near future, the offer allowed minorities to exchange unlisted and illiquid shares for listed Zeder shares.

"This solves the liquidity problem they currently face while also benefiting from a more diversified exposure through Zeder," Celliers was quoted as saying.

Capespan has an annual turnover in excess of R7 billion (US$592 million) and has operations in 12 countries, providing services and produce to more than 60 countries across four continents, according to the letter to shareholders.

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