Acquirer(s)

  • Louis Dreyfus Company Melbourne Holdings Pty Ltd

Target(s)

  • Namoi Cotton Limited

Summary

On 19 January 2024, Louis Dreyfus Company Asia Pte. Ltd. (LDC Asia) announced it was proposing to acquire all of the remaining ordinary shares of Namoi Cotton Limited (Namoi) through a Scheme Implementation Agreement. LDC Asia is a wholly owned subsidiary of Louis Dreyfus Company B.V. (which together with its subsidiaries is the LDC Group). The LDC Group already holds approximately 17% of the shareholding in Namoi.

On 29 April 2024, Louis Dreyfus Company Melbourne Holdings Pty Ltd announced its intention to make an off-market takeover offer to acquire all of the fully paid ordinary shares in Namoi which the LDC Group does not already own or control. The LDC Group and Namoi agreed to terminate the Scheme Implementation Agreement dated 19 January 2024. 

In Australia, the LDC Group operates in the sourcing, ginning, storage, shipment and trading/marketing of cotton lint and cottonseed. It also sources and trades grains and oilseeds. Namoi’s business comprises cotton ginning, cottonseed marketing, and cotton lint classing as well as warehousing and logistics services (through the Namoi Cotton Alliance joint venture with the Louis Dreyfus Company Melbourne JVP Pty Ltd (LDC JVP), part of the LDC Group) and exclusively sourcing cotton lint for the Namoi Cotton Marketing Alliance (a joint venture between Namoi and the LDC JVP) as part of its cotton marketing activities.

Market inquiries

Submissions are invited from interested parties regarding the ACCC's Statement of Issues in relation to LDC's proposed acquisition of Namoi, including on LDC's proposed s87B undertaking, by 30 May 2024.

Submissions should be forwarded electronically (preferably in PDF format) to mergers@accc.gov.au with the title: “Submission re: LDC’s proposed acquisition of Namoi."

For more details, please refer to the Statement of Issues published below.

Following 30 May 2024, queries regarding the ACCC's review may be addressed to mergers@accc.gov.au

ACCC correspondence

Statement of issues

Document title Date
LDC Namoi - Statement of Issues

Timeline

Date Event

ACCC commenced informal review under the Informal Merger Review Process Guidelines.

Closing date for submissions.

ACCC published a Statement of Issues outlining preliminary competition concerns. ACCC also commenced market consultation on draft proposed s87B undertaking.

Closing date for submissions relating to Statement of Issues and draft proposed s87B undertaking.

ACCC requested further information from the parties. Former provisional date for announcement of findings (11 July) delayed.  ACCC will announce a proposed decision date in due course.

ACCC received further information from the parties. Timeline recommenced.

Proposed date for announcement of ACCC’s decision.

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