One of South Australia’s largest companies, natural gas distribution company Envestra Ltd, has agreed to go to its shareholders with a takeover proposal from pipeline owner and operator APA Group.

In a statement to the stock exchange today, Envestra said it would put a $1.17 per share proposal from APA to its shareholders.

“APA has put forward a revised proposal which implies a value of $1.17 per Envestra share and follows discussions with Envestra and some limited due diligence,” the statement said.

Under the proposal, Envestra shareholders will have the option to receive either 0.1919 APA securities for each Envestra share or a combination of APA securities and cash. The cash component will be offered through a “mix and match facility”, subject to an overall cap of $241 million.

“Envestra shareholders would be entitled to receive the dividend of $0.032 per share expected to be paid by Envestra in April 2014,” the statement said.

“The Independent Board Committee of Envestra has agreed by majority to proceed with the steps necessary to put the APA Proposal before Envestra shareholders for their approval.”

APA envisages that a scheme of arrangement would be possible to implement by June 2014.

APA Chairman Len Bleasel said: “We have always believed that combining APA and Envestra is in the best interests of both sets of shareholders. The completion of the acquisition of the Hastings Diversified Utilities Fund and the subsequent sale of the Moomba to Adelaide Pipeline has allowed APA to focus on progressing the proposal to Envestra.

“We believe this proposal is attractive to Envestra’s shareholders and provides key benefits to APA. As we have indicated throughout this process of engagement with Envestra, the proposed transaction is consistent with our strategy and capabilities, and delivers on our key drivers of growth, security and value for APA securityholders”.