Bapcor this week launched a cash takeover offer for 100% of Hellaby at $3.30 a share.
But the sweet talking yesterday contained a barb.
The company said if the Hellaby takeover was not successful, it was likely Bapcor would enter the New Zealand market organically or through another acquisition.
Broker Forsyth Barr advised Hellaby investors to wait for the independent report before taking any action and Hellaby chief executive Alan Clarke said the offer undervalued Hellaby.
Bapcor chief executive Darryl Abotomey said yesterday Bapcor and Hellaby’s automotive business had co-operated closely for several years.
Bapcor was a long-standing Hellaby automotive customer and Hellaby automotive executives had visited Bapcor’s facilities and held discussions about systems and processes.
"The two companies have previously talked about progressing the relationship further. Given this shared history, it is a logical step for our two companies to come together in this way."
Hellaby had underperformed guidance and recently highlighted an uncertain outlook, Mr Abotomey said.
What Bapcor proposed provided certainty for shareholders, if they accepted the offer and the offer completed.
In Bapcor’s view, the cash offer of $3.30 per share represented fair value for Hellaby.
Also, registered Hellaby shareholders, as at September 23 would receive Hellaby’s final dividend of 12.5 cents-per-share, payable yesterday, he said.
"We believe the fact certain shareholders, some of whom have been long-term investors in Hellaby, have entered into lock-up agreements to accept the offer in respect of about 30% of Hellaby’s issued shares indicates this is an attractive offer."
Forsyth Barr broker Damian Foster said three shareholders had entered into a lock-up arrangement relating to the intended offer for a total of 29.8% of shares on issue.
However, it was noted more than 27% of those shares were from one shareholder, Castle Investments.
Mr Abotomey said if shareholders agreed to the offer, the New Zealand automotive parts market would gain from the economies of scale Bapcor would bring.
"We will offer customers new product ranges and utilise technology to provide a better customer experience and proprietary customer loyalty programmes."
Hellaby and Bapcor employees should also receive enhanced career opportunities, he said.
● Bapcor is the largest automotive aftermarket parts, accessories and services supplier in Australia with a network covering 750 sites.
Since listing in 2014, it has expanded the scope of its operations with the $A275million ($NZ289.6million) acquisition of Metcash Automotive in July last year.
