Corporate News
Former CMC chairman Joel Kibe (left) shares a light moment with former chairman Peter Muthoka. PHOTO | FILE | COURTESY
By VICTOR JUMA
In Summary
Former CMC
chairman and business tycoon Joel Kibe is among nearly 7,000 minority
shareholders of the motor dealing company whose shares were acquired
compulsorily by Dubai-based Al-Futtaim Group.
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Al-Futtaim, which recently concluded its takeover of the
previously NSE-listed firm, received acceptance of its buyout offer from
91.56 per cent of the company’s shareholders, surpassing the minimum
legal threshold required to allow for a compulsory acquisition of the
stake held by dissenting shareholders.
The latest regulatory filings of CMC’s shareholding
shows that Mobicom, an investment vehicle associated with Mr Kibe, was
among the 6,978 local and foreign investors who did not respond to
Al-Futtaim’s takeover offer and had to be bought out compulsorily.
“We have sold our remaining shares. It was an
oversight,” said Mr Kibe in an interview, adding that the shares which
he held in his name had all been taken over as per the original offer.
The businessman is a director of Mobicom Kenya
Limited, which was still holding 2.7 million shares or 0.47 per cent
stake in CMC worth Sh35.6 million as of June. The takeover by Al-Futtaim
was concluded in April.
Mobicom’s lingering presence in CMC’s shareholders
list raised eyebrows since Mr Kibe, who still sits on the board of the
company, was among the motor dealers’ major shareholders who negotiated
the company’s buyout and subsequently sold large blocks of shares to
Al-Futtaim. At Sh13 per share takeover price, Al-Futtaim paid out a
total of Sh6.9 billion to those who had voluntarily tendered their
shares.
The other non-responsive or dissenting shareholders
were acquired in July, although it was not immediately clear whether
Al-Futtaim had concluded the compulsory buyout.
The June regulatory filings show that most of these
were local individuals controlling a combined 5.25 per cent stake.
Local institutional investors —including Mobicom and Apex Africa
Investment Bank— were second with a 2.35 per cent stake.
Foreign individuals were ranked third with 0.8 per
cent stake, followed by foreign institutional investors who had 0.03 per
cent equity in the motor dealer. Overall, the remaining shareholders
controlled 47.2 million shares worth Sh613.6 million, an amount
Al-Futtaim said it had deposited at KCB to facilitate their buyout.
“Payment to remaining shareholders… will be within
10 days of completing and submitting the duly filled claim form to KCB,”
Al-Futtaim said in a mid-June notice.
The holdout could be seen as an expression of
shareholders’ view that the price of Sh13 per share was inadequate to
compensate investors for the opportunity cost of divesting from CMC.
Inactive stockbrokerage accounts brought by death or emigration of
investors have also frustrated similar buyouts before, leading to a
pile-up of unclaimed assets.
Mr Kibe and his business associate Paul Ndung’u
were retained as directors of CMC in a boardroom shake-up that saw the
exit of directors appointed by other former top shareholders. In the
reshuffle, Mr Kibe was replaced as chairman by Al-Futtaim executive
Leonard Hunt but he was retained as a non-executive director.
The businessman had earlier told the Business Daily
that he would remain as chairman following the sale of CMC, although it
is not clear whether this was a gentleman’s agreement rather than a
contractual commitment.
Mr Ndung’u continued as a non-executive director
while Mark ole Karbolo, Kyalo Mbobu, and Naftali Mogere resigned at
Al-Futtaim’s request. Mr Mbobu and Mr Karbolo had been appointed by
former top shareholder Peter Muthoka who earned Sh1.8 billion in the
buyout.
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