Bourns, Inc. has crossed the 90% acceptance threshold in its takeover of Rakon, making the offer unconditional and triggering compulsory acquisition rights and a planned delisting from NZX.
- Bourns attains over 90% acceptance for Rakon takeover
- Offer price fixed at $1.55 per equity security
- Offer extended to 15 May 2026 due to late acceptance
- Compulsory acquisition and NZX delisting planned
- Independent Directors urge prompt acceptance
Offer Becomes Unconditional After 90% Acceptance
Bourns, Inc. has reached a critical milestone in its acquisition of Rakon by securing acceptances from more than 90% of the company’s shareholders. This threshold activates the unconditional status of the takeover offer, which values each Rakon equity security at $1.55. With this development, Bourns has extended the offer period until 15 May 2026, allowing remaining shareholders additional time to accept.
The timing is notable as the acceptance level was achieved in the final six working days of the offer period, automatically triggering the extension under the Takeovers Code. Shareholders who accept before 1 May will be paid by 8 May, while later acceptors will receive payment within five working days of their acceptance.
Compulsory Acquisition and Delisting on the Horizon
Surpassing the 90% acceptance mark empowers Bourns to compulsorily acquire the remaining shares and unlisted employee share rights that have not yet been tendered. The compulsory acquisition price will remain at $1.55 per equity security, consistent with the original offer and not subject to objection under the Takeovers Code.
Bourns plans to initiate the compulsory acquisition process shortly after the offer closes. This involves sending notices to outstanding shareholders and share rights holders, with a compulsory acquisition offer period of 15 working days, followed by payment within five working days of acceptance. Subsequent to this, Bourns intends to apply for Rakon’s delisting from the NZX, effectively ending the company’s public trading status.
Independent Directors Advocate Swift Acceptance
The Independent Directors of Rakon, Gregor Barclay and Christopher Swasbrook, have strongly recommended that shareholders accept the offer promptly. Accepting early ensures shareholders receive the offer price sooner than waiting for the compulsory acquisition process to conclude. Their advice underscores the certainty of the $1.55 price but highlights timing differences in payment.
This takeover milestone follows Rakon’s recent financial rebound, as the company posted a 24% revenue increase and doubled its EBITDA in FY26, with net profit after tax reaching NZ$3.1 million. This financial turnaround may have influenced shareholder confidence in the offer, which had already reached 85% acceptance ahead of French regulatory approval, still pending at the time 85% shareholder acceptance.
Bottom Line?
With compulsory acquisition imminent, remaining Rakon shareholders face a narrowing window to secure earlier payment by accepting the offer before forced acquisition begins.
Questions in the middle?
- How will remaining minority shareholders respond to compulsory acquisition notices?
- What impact will Rakon’s delisting have on its operational strategy and employee incentives?
- Could any regulatory or legal hurdles still delay the completion of this takeover?