Poland's ZAT plans defence against Acron’s bid offer

15 June 2012 16:45  [Source: ICIS news]

LONDON (ICIS)--Zaklady Azoty Tarnow (ZAT) plans to put in place a 'poison pill' defence against a hostile takeover bid from Russia's Acron Group by giving itself the option to raise its share capital by 75% over the next three years, the Polish chemical group said on Friday.

The move would mean that any substantial holding in ZAT that Acron, a mineral fertilizer producer, obtains from its current share call, extended earlier on Friday to 29 June, would be diluted, it added.

Shareholders are invited to vote on whether to award the right to increase the share capital on 14 July, but in order to do so they must register their shares by 28 June. The registration deadline will effectively exclude Acron from the vote.

Acron is at loggerheads with the Polish treasury ministry, which has a controlling holding of 32% in ZAT.

The ministry has recommended shareholders refuse Acron's offer, amounting to zlotych Zl 1.5bn ($441m, €349m) for 66% of ZAT, as too low and as a potential danger to ZAT's expansion strategy.

“There is also this matter that Poles will generally not be happy to see a Russian company taking over the country's biggest chemical production asset, but quite apart from that, the arguments against the Acron offer are rather strong,” a source at the ministry said.

In Acron's eyes, if a takeover goes ahead, ZAT will make major gains from the access to cheap Russian raw materials and Acron's international presence and expertise.

ZAT is a producer of nitrogen and multi-component fertilizers, caprolactam (capro), polyamide 6, oxo-alcohols, plasticisers and titanium dioxide (TiO2).

($1 = €0.79, $1 = Zl 3.40, €1 = Zl 4.30)

By: Will Conroy
+44 20 8652 3214

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