| Decision | Consent Granted Section 13(1)(a) Overseas Investment Act 2005 |
|---|---|
| Decision Date | 9 June 2016 |
| Investment | An overseas investment in significant business assets, being the Applicant's acquisition of rights or interests in 100% of the issued share capital of Nuplex Industries Limited at the time of settlement (and in accordance with the court ordered scheme of arrangement). |
| Consideration | $1,045,000,000 |
| Applicant | Allnex New Zealand Limited United States Public (43.1%) Canada Public (9.8%) United Kingdom Public (7.8%) Cayman Islands Public (5.8%) Dutch Public (5.2%) Singapore Public (4.6%) Various overseas persons (23.7%) |
| Vendor | Existing shareholders of Nuplex Industries Limited New Zealand Public (48.01%) National Nominees New Zealand Limited, New Zealand (10.5%) HSBC Nominees (New Zealand) Limited, New Zealand (10.14%) Australian Public (9.6%) Citibank Nominees (New Zealand) Limited, New Zealand (8.49%) Accident Compensation Corporation (6.66%) HSBC Nominees (New Zealand) Limited a/c State Street, New Zealand (6.2%) Various overseas persons (0.4%) |
| Background | The Applicant is ultimately owned by fourteen limited partnerships (“GPE VII Funds”). The GPE VII Funds are managed and advised by Advent International Corporation. The Applicant is part of the Allnex group of companies (“Allnex Group”). The Allnex Group has sales of approximately US $1.3 billion and is a leading global producer of coating resins and additives for architectural, industrial, protective, automotive and special purpose coatings and inks. Nuplex is a public company, listed on the NZS and the ASX. The Nuplex group of companies consists of Nuplex and 32 subsidiary entities (“Nuplex Group”). The Nuplex Group is a global manufacturer of resins and has 16 production sites located across Asia, Europe, America, Australia and New Zealand. The Applicant will acquire 100% of the shares in Nuplex from the shareholders of Nuplex by way of a scheme of arrangement under section 236, Part 15 of the Companies Act 1993. Together, Nuplex and Allnex will form one of the leading global independent coating resins companies (“NewCo”). The attractiveness of a merger is particularly highlighted by the complementary technology and customer access and production positions. NewCo will be able to leverage the combination of Nuplex’s excellent position, market know-how and customer access in the Asia-Pacific region, as well as Allnex’s strengths in North America and Latin America. The overseas investment transaction has satisfied the criteria in section 18 of the Overseas Investment Act 2005. |
| More information | Ben Paterson Russell McVeagh PO Box 8 AUCKLAND |