Heartland New Zealand has confirmed its interest in buying Motor Trade Finances (MTF).
But it said it could not begin to put a price on the company until it had more clarity on how current legal action might affect past and future earnings.
The legal action involves High Court proceedings brought against it by the Commerce Commission, which relates to credit fees charged in 39 credit contracts. MTF's first-half report said the commission lost part of its case and was appealing those aspects of the judgment.
However, the court did decide some fees MTF charged were unreasonable and MTF is appealing that part of the judgment. A hearing is scheduled for November.
MTF shareholders owning more than 8 percent of the company have requested a special meeting. MTF has not said what the shareholders wanted to vote on at the special meeting, other than that it related to the court case, but said the proposed resolutions contain factual errors and assumptions.
MTF has said it would not share information about the court case with Heartland because it refused to sign a confidentiality agreement.
Heartland head of strategy and product development Michael Jonas said his company actually suggested a confidentiality agreement.
"We're not opposed to confidentiality, we never have been. I think we first suggested the signing of a confidentiality agreement and what happened was the MTF wanted to tag to any such agreement certain restrictions, for example the way in which we approach the approach the transaction," Mr Jonas said.
That had affected Heartland's ability to properly explain its view of MTF's value shareholders if it was to proceed with an offer.
"In short, we declined to sign the form of confidentiality agreement MTF required. We're not opposed to confidentiality in principal."
MTF chairman Stephen Higgs said his board was confident shareholders support the company.
"We are very confident that across our wider shareholder base, MTF has been a very successful business for a long time, since the 1970s, and we've recently been very successful in the marketplace with placement of a medium-term note," Mr Higgs said.
"So we have confidence that once our wider shareholder base is informed, which is the objective of this process, that we will have their strong support."
Mr Higgs said his board believed Heartland's price was too low.