Ayrton Drug Manufacturing Limited (“Ayrton”) – Offer from Adcock Ingram Holdings Limited (“Adcock Ingram”), on behalf of its wholly-owned subsidiary, Adcock Ingram International (Proprietary) Limited (“Adcock Ingram International”), for at least 51% of the entire issued ordinary share capital of Ayrton
Notice to Ayrton Shareholders
Adcock Ingram hereby notifies all shareholders of Ayrton (“Ayrton Shareholders”) that the general conditions in paragraph 1 of Part VIII of the offer document dated 3 February 2010 (“Offer Document”) and the suspensive conditions set out in paragraph 2 of Part VIII of the Offer Document have been fulfilled and/or waived by Adcock Ingram. The Offer is accordingly unconditional in all respects.
The results of the Offer are as follows -
Number of successful Ayrton Shareholders |
No. of shares accepted |
Price per share |
Total Consideration |
450 |
141,023,485 |
GH¢ 0.1600 (sixteen Ghanaian pesewas) per Ayrton Share settled in cash |
GH¢ 22,563,758.00 |
Following Acceptance of the Offer, the Ayrton Shares (as that term is defined in the Offer Document) acquired by Adcock Ingram International are as follows:
|
Shares |
% of issued shares |
Ayrton Shares held by Adcock Ingram International before the Offer |
NIL |
NIL |
Ayrton Shares acquired by Adcock Ingram International under the Offer |
141,023,485 |
65.59 |
The board of directors of Ayrton (“Ayrton Board”) has been reconstituted, effective March 29, 2010, such that the majority of the Ayrton Board now comprises nominees of Adcock Ingram International.
The following were the resignations:
Name of Director |
Date Resigned |
Mrs. Frances Jane Adjepong |
March 24, 2010 |
Mrs. Belinda Opoku the Offer |
March 24,2010 |
Mr. Frank Boateng |
March 24, 2010 |
Mr. Opoku Amponsah |
March 24, 2010 |
Prof. Yaw Adu-Gyamfi |
March 29, 2010 |
Subsequently, the following have been appointed as new Directors.
Name of Director |
Date Appointed |
Mr. Bill Tweedie |
March 24, 2010 |
Mr. Norman Siebert |
March 24, 2010 |
Mr. Gregory Hill |
March 24, 2010 |
Settlement of the Offer Price (as that term is defined in the Offer Document) to which any Ayrton Shareholder is entitled will be effected in the case of acceptances received, complete in all respects, by 1 April 2010 (being the Settlement Date, as defined in the Offer Document).
In accordance with the terms of the Offer, this notice will be published in two (2) national daily newspapers in Ghana.
For further information, please contact:
FIRST ATLANTIC BROKERS LIMITED
Atlantic Place, No. 1 Seventh Ave., Ridge West, Accra, Ghana
(P.O. Box CT 1620, Cantonments, Accra, Ghana)
Contact Person: Kofi Osafo Sampong
kofisampong@firstatlanticbank.com.gh
Tel: +233 21 680825-6, 679259
Fax: +233 21 67 9250
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