By KYIV. May 16 (Interfax-Ukraine) – Ukrainian agribusiness group Kernel sent an application to Poland’s Financial Supervision Authority on May 15 for permission to delist from the Warsaw Stock Exchange, on which the company has been trading since its IPO in 2007.
The application was submitted pursuant to an April 13 board decision and applies to all company shares that are allowed to trade on the WSE regulated market, meaning 84,031,230 common shares, the release reported.
Kernel reported earlier Namsen Limited, owned by the head of the board of directors of Kernel, one of the largest Ukrainian agricultural holdings, Andriy Verevsky, and owning 38.05% of the shares of the agricultural holding circulating on the market, acquired another 36% following a tender announced on March 30 to buy back all the remaining shares.
Kernel said on the website of the Warsaw Stock Exchange, on May 12, some 30,248,449 shares were bought out of the declared 52,057,219 shares by Namsen, as a result of which the stake owned by the company reached 62,222,460 shares, or 74.05%.
The company clarified that, taking into account treasury shares, the bought back stake corresponded to about 39% of the votes, and the concentrated Namsen stake now gives 80.36% of the votes in the company.
The buyback price was PLN 18.5 per share (about $4.47 at the current exchange rate), as stated, which brings the total buyback price to about $136.1 million.
Sales orders were accepted from March 31 to May 4.
United in order to protect their interests, 15 Polish financial investors – the minority shareholders of the Kernel agricultural holding, who controlled a total of 18,251,431, or 21.72%, of its shares, on May 2 terminated the shareholder agreement concluded on April 12. At the same time, the largest of these minority shareholders Lind Value with a share of more than 5% reported its sale during the buyback.
In its IPO in 2007, Kernel sold its shares at PLN24 per share, which is more than the offer price in the buyout. The shares traded at prices in the range of PLN40-70.
Kernel said the main reason for the IPO was to gain access to financing for its business, and it used public offerings three more times to raise funding for its growth, in 2008, 2010 and 2011.
The majority shareholder also said that Polish minority shareholders did not want to support acquisitions made by Kernel at ratios that exceeded the market value of the company itself. As an example, he cited a general meeting in September 2022 where minority shareholders rejected the idea of creating a rescue fund to support the group’s needs amid the closure of the debt market.
The company said it took this as a sign that many shareholders do not want to support the company by providing cash and maintain a short-term speculative approach to the stock market, not a long-term and strategic view of Kernel.
Namsen said that after the delisting Kernel’s management will be able to focus 100% on implementing strategic plans and pursuing the company’s true interests.
Kernel reported net profit down 12.6% year-on-year to $370.31 million for the first half of financial 2023 (July-December 2022) on revenue down 41.3% to $1.89 billion.
