360 Capital yesterday published details of plans for E&P Financial Group if its takeover attempt succeeds, including restructuring EP1 into two units and replacing its directors.
360 Capital yesterday filed a bidder's statement, following its revised December 11 takeover offer. E&P is yet to make a formal recommendation to its shareholders but reiterated that the offer is still highly conditional, and shareholders should take no action on the offer until they read both the bidder's statement and the target's statement.
If the takeover is successful, 360 Capital intends to restructure E&P Financial Group and split it into two units: a funds management business, where it wants to be the sole owner, and a wealth and capital markets business, where 360 Capital intends to sell 40% to 80% of the ownership to a third party such as institutional investors, management or staff.
"The precise split of these business operations and assets ad the terms (including size of stake and price) of any sale cannot be currently determined on public information," 360 said in the bidder's statement, adding it has been approached by parties interested in buying parts of E&P but the talks are preliminary and can't progress until 360 acquires E&P or gets access to due diligence documents.
If 360 Capital acquires 90% or more of E&P shares, it also plans to take the rest of the ownership under compulsory acquisition rules, apply for E&P to be removed from the ASX list and replace all E&P directors with TGP nominees.
Under a 100% ownership, 360 Capital's net-tangible assets will increase from 88 cents to about 92 cents per TGP security.
The ASX-listed 360 Capital first appeared on Evans Dixon's shareholder register after FY20 results and co-founder Alan Dixon's departure. 360 Capital currently owns 19.55% of Evans and is trying to buy the rest.
Its first offer, lodged on 27 October 2020 of about 52 cents per share, was rejected. On December 11, 360 Capital offered the remaining shareholders of EPI 69 cents per share (13% higher), split as 30 cents per EP1 share and two stapled securities in 360 Capital for every five EP1 shares minus the dividends paid after that day.