A group of private investors will lend Eur 30 million to Nesbitt Acquisitions to help the family consortium finance its Eur 14 per share offer for retail group Arnotts.
The offer document, setting out details of the Eur 210 million transaction, was posted to shareholders yesterday.
It showed that the offer and allied expenses would be financed through a loan facility of Eur 215 million made available by Anglo Irish Bank and a loan facility of Eur 30 million from Boundary Capital, a group of private investors. The bulk of the debt must be repaid within 10 years.
The identity of the private investors behind Boundary Capital was not revealed as their anonymity was a condition of their investment.
In a listing at the Companies Registration Office, Mr Niall McFadden, who is understood to have been involved in managing the take-private deal for the Nesbitts, is named as a director of Boundary.
Also listed as a director is Mr Anthony Mulderry who, along with Mr McFadden, was recently involved in managing Hertal, the bid vehicle used to take Riverdeep private. While they are fronting the company, neither man is part of the investor group.
Nesbitt Acquisitions, made up of members of the Nesbitt and O'Connor families, has already received support for its offer from shareholders representing nearly 52 per cent of the share capital.
These include the pension fund, with a stake of 12.8 per cent, financial institutions which hold 15.1 per cent of the shares and board members with 4.8 per cent of the stock. Nesbitt Acquisitions, which is headed by non-executive director Mr Richard Nesbitt, already controls 19 per cent of the shares.
The offer document also contains details of a separate offer to holders of Arnotts preference shares. They are being offered Eur 1.70 per share and will also receive the interim preference dividend, bringing the total to Eur 1.7381. The first closing date of the offer is June 19th.
Meanwhile, Arnotts held what looks set to be its last annual meeting as a publicly quoted company yesterday.
Chairman Mr Michael O'Connor, who is a member of the bidding consortium, told shareholders that current trading was satisfactory and in line with the company's expectations.
After the meeting, Mr Richard Nesbitt said he was "very disappointed" to lose the involvement of the staff pension fund in the take-private following a ruling by the Irish Takeover Panel.
"The staff are an integral part of what we do," he said, adding that if his consortium succeeded in gaining control of the retailer, it would invite the pension fund to appoint a director to sit on the board.