Video | Agriculture | Confidence | Economy | Energy | Employment | Finance | Media | Property | RBNZ | Science | SOEs | Tax | Technology | Telecoms | Tourism | Transport | Search


Takeovers Panel Finds Oyster Bay Contravened Code

Takeovers Panel Finds Oyster Bay Contravened The Code

The Takeovers Panel met on 20 September 2005 to consider complaints by Peter Yealands Investments Limited and Mr David Rankin about the target company statement issued by Oyster Bay Marlborough Vineyards Limited in response to Delegat’s Wine Estate Limited’s partial takeover offer of 7 July 2005. That offer closed on 19 September 2005.

The Panel is not satisfied that Oyster Bay complied with the Code in that the target company statement omitted information about the market value, encumbered and unencumbered, of Oyster Bay’s freehold and leasehold vineyards that could reasonably have been expected to be material to decisions by Oyster Bay’s shareholders to accept or reject Delegat’s offer.

The Panel made several orders:

restraining Delegat’s from acquiring securities in Oyster Bay or any interest in or rights relating to such securities;

continuing to direct Delegat’s not to declare its offer unconditional; and

continuing to direct Oyster Bay not to register the transfer or transmission of any securities arising from acceptance of the Delegat’s offer.

These restraining orders expire at the close of 13 October 2005 but can be revoked or amended prior to their expiry.

Delegat’s has a high level of acceptances of its partial offer. The Panel’s preferred outcome is that Oyster Bay shareholders who have accepted Delegat’s offer be given the opportunity to reconsider their decision before the takeover transaction is finally concluded. This will require certain actions by Delegat’s and Oyster Bay.

The process for giving those shareholders this opportunity should be finalised and announced within the next week.

As an indication to the market, the Panel expects this process would take a little over a month. Shareholders who have accepted the Delegat’s offer would be sent an additional statement by Oyster Bay’s independent directors, approved by the Panel, providing the information that was omitted from the target company statement.

Shareholders could either revoke their acceptances of the Delegat’s offer or let their acceptances stand. Shareholders would have around three weeks to consider the new information. The final outcome of the takeover would be decided at the end of the process.

The Panel is prepared to amend its restraining orders, to grant exemptions from the Code, and to accept enforceable undertakings from Oyster Bay and Delegat’s (and others if appropriate) to facilitate this approach.

A copy of this determination (without supporting reasons) and the restraining order is published on the Panel’s website The Panel will issue reasons for its determination as soon as possible.

* * * * *

© Scoop Media

Business Headlines | Sci-Tech Headlines


I Sing The Highway Electric: Charge Net NZ To Connect New Zealand

BMW is turning Middle Earth electric after today announcing a substantial contribution to the charging network Charge Net NZ. This landmark partnership will enable Kiwis to drive their electric vehicles (EVs) right across New Zealand through the installation of a fast charging highway stretching from Kaitaia to Invercargill. More>>


Watch This Space: Mahia Rocket Lab Launch Site Officially Opened

Economic Development Minster Steven Joyce today opened New Zealand’s first orbital launch site, Rocket Lab Launch Complex 1, on the Mahia Peninsula on the North Island’s east coast. More>>


Marketing Rocks!
Ig Nobel Award Winners Assess The Personality Of Rocks

A Massey University marketing lecturer has received the 2016 Ig Nobel Prize for economics for a research project that asked university students to describe the “brand personalities” of three rocks. More>>


Nurofen Promotion: Reckitt Benckiser To Plead Guilty To Misleading Ads

Reckitt Benckiser (New Zealand) intends to plead guilty to charges of misleading consumers over the way it promoted a range of Nurofen products, the Commerce Commission says. More>>


Half A Billion Accounts, Including Xtra: Yahoo Confirms Huge Data Breach

The account information may have included names, email addresses, telephone numbers, dates of birth, hashed passwords (the vast majority with bcrypt) and, in some cases, encrypted or unencrypted security questions and answers. More>>


Rural Branches: Westpac To Close 19 Branches, ANZ Looks At 7

Westpac confirms it will close nineteen branches across the country; ANZ closes its Ngaruawahia branch and is consulting on plans to close six more branches; The bank workers union says many of its members are nervous about their futures and asking ... More>>

Interest Rates: RBNZ's Wheeler Keeps OCR At 2%

Reserve Bank governor Graeme Wheeler kept the official cash rate at 2 percent and said more easing will be needed to get inflation back within the target band. More>>


Get More From Scoop

Search Scoop  
Powered by Vodafone
NZ independent news