Oliver Posted December 13, 2005 Share Posted December 13, 2005 Looks like the bid is heading for disaster (if you're Lion Nathan, that is). www.theage.com.au/news/business/coopers ... 97131.html Coopers shareholders stymie Lion Nathan bid Coopers Brewery shareholders have placed the $420 million takeover bid from Lion Nathan Ltd in grave doubt after voting to strip the trans-Tasman brewer of its pre-emptive right to buy shares. Coopers said 93.4 per cent of shareholders had voted in favour of a resolution to change the company's constitution and remove the pre-emptive right. "(Lion Nathan chief executive) Rob Murray has gone on record as saying that he will respect the will of the shareholders and I think that we would be happy if he would stick to what he said," Coopers managing director Tim Cooper said. "There is no point in really pursuing the issue any further, the shareholders have made it so resoundingly clear that they don't want Lion Nathan to be involved in Coopers' affairs." Lion Nathan, which produces Tooheys, XXXX and Hahn, said the offer would remain open but it was dismayed at how events had unfolded. "Our offer will remain open and, in the event that our rights are reinstated, we will put our case to shareholders again," Mr Murray said. "It is extraordinary in this day and age that a constitution of a public company can be used to restrain a significant minority of shareholders from selling their shares at the best available price." South Australian-based Coopers - which is an unlisted public company with 117 shareholders, mostly related to the founder Thomas Cooper - has resisted Lion Nathan's offer since it was first made in September. Lion Nathan originally offered $260 per share for Coopers and later increased that to $310 per share in November, valuing Coopers at $420 million. The revised offer was above the midpoint of independent expert Grant Samuel's valuation of Coopers' shares at $284 to $320 each, which included a takeover premium. "They (Lion Nathan) would have to think that they have spent quite a lot of money here and to try and persist would not make sense," Mr Cooper said. Lion Nathan spokesman Paul Evans said the decision could wipe $70 million off the value of Coopers. "How can any shareholder be denied the right to sell at the highest price?" Mr Evans said. "That is why you need independence on any board and a determination to act in the objective of the best commercial interests of all, qualities that we believe to be sadly lacking among Coopers directors. "In our view the Coopers defence strategy has been more about consolidating control and their own personal ambitions for this company than achieving the best outcome for all shareholders." Previously under the Coopers constitution, Coopers shares up for sale must first be offered to another Coopers shareholder, secondly to AMP or any other Coopers employee superannuation fund and thirdly to Lion Nathan. - AAP Link to comment Share on other sites More sharing options...
rossm Posted December 14, 2005 Share Posted December 14, 2005 And a bloody good thing too! Link to comment Share on other sites More sharing options...
kieran Posted December 19, 2005 Share Posted December 19, 2005 rejoice! Now that all that ugly stuff is over, we can get this club night organised for melbourne in the new year! Link to comment Share on other sites More sharing options...
Oliver Posted December 20, 2005 Author Share Posted December 20, 2005 Just quietly, I think these guys still have their problems with a bit of legal action they're facing as a result of the takeover. Admittedly, it's nothing on the scale of fending off the LN scumbags. Link to comment Share on other sites More sharing options...
Prawn Star Posted December 20, 2005 Share Posted December 20, 2005 Yai for the kick in the teeth to globalisation. Link to comment Share on other sites More sharing options...
kieran Posted December 20, 2005 Share Posted December 20, 2005 the coopers family needs to call another EGM to write a new passage into the constitution, to revoke (with fair compensation) the shares from family members who don't value the family company and want to use them for financial gain. Lets face it, most of these morons inherited them for no cost to themselves, but dont mind cashing in their grandfather/mother's gift for lining their own pockets. I think the sharesystem that Coopers has is mainly superficial, and it if is to be that way, then all shareholders should be happy with the situation, or sell them back to the company - or other shareholders that appreciate the nature of the system. my thoughts anyway. Link to comment Share on other sites More sharing options...
William Posted March 27, 2006 Share Posted March 27, 2006 Kieran, Coopers have had a share buy back offer on the table for a fair while. As part of last year's fracas they bought back the shares of those who wnated to cash up - a figure of about 4% rings a bell. The only difference is that after Lion Nathan's bid the buy-back price went from about $45 to over $250! So one spin-off from the share attack is that the 'market price' of Cooper's shares has been thoroughly reviewed :-) (Disclaimer -figures supplied by my faulty memory , but the gist remains the same anyway) Link to comment Share on other sites More sharing options...
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