02 Jun 2014
Acquisition of Goodpack Limited
Partners Goh Kian Hwee, Lawrence Tan and Soh Chai Lih, with associate Kalyn Liang from the Mergers & Acquisitions and Capital Markets Practice acted for David Lam, the Executive Chairman of SGX-ST Mainboard-listed Goodpack Limited ("Goodpack"), in the proposed acquisition of Goodpack by IBC Capital Limited ("Offeror"), an affiliate of Kohlberg Kravis Roberts & Co. L.P. ("KKR"). Subject to the requisite approvals being obtained, the proposed acquisition will be effected by way of a scheme of arrangement under which all of the issued Goodpack shares will be transferred to the Offeror for a consideration of S$2.50 per share ("Scheme"). Upon completion of the Scheme, Goodpack will be delisted from the Mainboard of the SGX-ST.
David Lam and Goodpack Holdings Pte Ltd (a company majority owned and controlled by David Lam) have each given an irrevocable undertaking to the Offeror to, inter alia, vote or procure the voting of all of his / its Goodpack shares in favour of the Scheme.
The Offeror has undertaken to Goodpack Holdings Pte Ltd to introduce the following incentives post-acquisition to encourage the management of the Goodpack group to continue to render their services to the Goodpack group:
- the opportunity to subscribe for new shares in the capital of a holding company of the Offeror ("Offeror’s Holdco"); and
- the opportunity to participate in an employee share option plan to be established by Offeror’s Holdco, under which certain management personnel will have the opportunity to purchase Offeror’s Holdco shares subject to meeting certain time-based and / or performance targets.
Goodpack is the world's largest provider of multimodal, reusable metal box systems known as intermediate bulk containers, which are currently used in more than 70 countries. Goodpack is valued at approximately S$1,399 million, based on the consideration of S$2.50 per Goodpack share under the Scheme.
KKR is a leading global investment firm that manages investments across multiple asset classes including private equity, energy, infrastructure, real estate, credit and hedge funds. KKR is publicly traded on the New York Stock Exchange.