VINZ Board unanimously recommends shareholders reject offer

Press Release – Vehicle Inspection New Zealand

VINZ Board unanimously recommends shareholders reject JEVIC takeover offer; says share price offer is inadequate Independent Advisers Report says JEVIC offer price undervalued
FOR IMMEDIATE RELEASE
VINZ Board unanimously recommends shareholders reject JEVIC takeover offer; says share price offer is “inadequate”

Independent Adviser’s Report says JEVIC offer price undervalued
AUCKLAND, 22 January 2013 – Vehicle Inspection New Zealand Ltd (VINZ) announced that its Board has unanimously recommended to shareholders that they do not accept the recent takeover offer from JEVIC NZ Ltd because it is “inadequate”.

In a letter sent to shareholders today, Ken Worsley, Chairman of the VINZ Board, says an Independent Adviser’s Report that the Board received this week has assessed that the underlying value of the Company’s shares is in the range of $1.77 to $3.70 per share under various scenarios based on the future regulatory environment.

“JEVIC’s offer of $1.65 per share is therefore below the valuation range,” says Mr Worsley.

“While it is for individual shareholders to make their own decisions as to whether or not they agree with the assumptions and conclusions in the independent adviser’s report, or the opinions of the directors, it is our view that the offer price is inadequate,” he says.

“However, we suggest shareholders carefully read the report and the target company statement that we sent to them today and consult with their own advisers to make an informed decision on the merits of the Offer, taking into account their own personal position.”

The VINZ Board has included in their letter to shareholders a list of six key reasons why they reject the JEVIC share price offer. Among these, says Worsley, is the Board’s view that the price does not reflect the consistent dividend payments of 15 cents per share which have been paid in recent years and in the normal course would be payable this year.

He also reminded shareholders that $1.27 per share is currently represented by cash reserves and the additional 38 cents per share is a token supplement for the other assets and established infrastructure of VINZ.

Worsley says another reason is because it’s possible that there will be another offer for VINZ in competition with the JEVIC offer.

Mr Worsley says the VINZ directors also recommend that if shareholders do decide to sell their VINZ shares to JEVIC, they should at least wait until the last few days before the offer closes on 13 February.

“There is no advantage in accepting early, as you will not be able to withdraw your acceptance and take a better offer from another party should one emerge during the Offer period,” says Mr Worsley.

A copy of the VINZ Target Company Statement and the Independent Adviser’s Report by Simmons Corporate Finance Limited can be downloaded from the VINZ web site: http://www.vinz.co.nz

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