Cheung Kong makes alternative proposal to acquire Envestra

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Cheung Kong makes alternative proposal to acquire Envestra

Australian gas pipeline owner Envestra announced last week that it had received an indicative non-binding and conditional off-market takeover proposal to acquire all of Envestra's shares for cash consideration of $1.32 per Envestra share (A$2.37 billion), from a consortium comprising Cheung Kong (Holdings) Limited, Cheung Kong Infrastructure Holdings Limited and Power Assets Holdings Limited, each of which is a member of the Cheung Kong Group.

Cheung Kong Infrastructure Holdings (Malaysian) Ltd currently holds 17.46% of Envestra's shares. It is Envestra's second biggest shareholder after APA Group.

APA Group, Australia's largest transporter of natural gas, had agreed to take over gas distributor Envestra Ltd in March after hiking its offer to A$2.06 billion ($1.84 billion).  But for the deal to go ahead, more than 75 percent of non-APA shareholders must support the sale. CKI's holding amounts to about 26 percent of non-APA shares, which means its approval was necessary.

APA Group had also acquired the A$1.4 billion Hastings Diversified Utilities Fund last year.

Envestra said in a press release last week that it is reconstituting its Independent Board Committee, which would exclude the APA and CKI nominated directors, to consider both Cheung Kong and the APA Group's proposals.

Envestra applied to the Australian Federal Court for an adjournment of the scheme meeting previously scheduled for 13 May 2014. The meeting will now take place on 13 June in Adelaide.

Goldman Sachs is acting as financial adviser and Johnson Winter & Slattery is acting as legal adviser to Envestra.

Envestra operates natural gas transmission and distribution networks throughout Australia.

Envestra was formed when the Government of South Australia sold SAGASCO, its vertically integrated natural gas monopoly, to Boral. Boral combined SAGASCO's distribution network with businesses it owned in other states to form Envestra, which was floated in 1997.

Envestra owns and operates distribution systems in a number of towns and metropolitan areas including Adelaide, Brisbane, Melbourne, Rockhampton, Albury, Alice Springs, Bundaberg and Whyalla. Envestra also owns transmission pipelines in SA, Victoria, NSW, Queensland, and the Northern Territory.

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