Shareholders approve combination of Smurfit Kappa and Westrock

Feed: 178 - Date: 6/15/2024 - Views: 23

The takeover of Westrock by Smurfit Kappa Group has taken another hurdle with shareholders of both companies backing the multi-billion dollar deal.

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At the extraordinary general meeting on 13 June, the shareholders of Smurfit Kappa Group (SKG) voted in favour of the combination with Westrock with an overwhelming majority of  almost 99 per cent of votes. On the same day shareholders of Westrock voted and approved the transaction agreement and other proposals related to the combination of Smurfit Kappa Group, Westrock announced. The transaction is expected to be completed in early July.
According to the UK prospectus of Smurfit Westrock Limited published in mid May, the combination will be implemented by means of an acquisition by Smurfit Westrock of the entire issued share capital of Smurfit Kappa and a merger between Sun Merger Sub, LLC, a wholly-owned subsidiary of Smurfit Westrock, with and into Westrock, with Westrock surviving the merger as a wholly-owned subsidiary of Smurfit Westrock. Upon completion of the combination, Smurfit Kappa and Westrock will each become wholly-owned subsidiaries of Smurfit Westrock and Smurfit Westrock will continue as the new holding company of the combined group.
The combination, however, is considered a takeover of Westrock by Smurfit Kappa as SKG shareholders will own 50.4 per cent of the enlarged group Smurfit Westrock. Upon completion of the business combination, the common stockholders of Westrock will receive one new share in Smurfit Westrock share and $5.00 in cash for each share of common stock of Westrock.
Smurfit Westrock will remain headquartered in Dublin with SKG's CEO Tony Smurfit and the group's CFO Ken Bowles running the new group. Smurfit Westrock shares will be listed on the NYSE and it will be admitted to the standard listing segment of the Official List of the FCA and to trading on the LSE's main market for listed securities.

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