UPDATE ON HEATED MARINER-BEYOND TAKEOVER TUSSLE
December 10th 2007 21:33
Bill Ireland's Mariner Financial group has issued an angry ultimatum to directors film and TV production house Beyond International, threatening to walk away from its takeover bid by December 20 if the Beyond board does not recommend it, according to today’s The Australian.
It said Mariner chief operating officer Alexander Sundich has also challenged its chief rival, digital media group Destra, to "put up or shut up" in launching an offer.
Destra is believed to be interested in Beyond for its ability to provide content that can delivered through the internet.
Its interest was enough for Beyond to withdraw its support for the Mariner bid, in the process allowing Destra to conduct due diligence on the production house. This recommendation to shareholders has stalled acceptances for the Mariner offer.
But in an interview with The Australian yesterday, an angry Sundich claimed the Beyond board's move to allow Destra to conduct due diligence on it, in particular, had worked against the interests of its shareholders.
He said, "I'm angry, because we have a situation here where the Beyond board is saying, ‘We're happy to facilitate the work of a competitor (Destra), but we don't know if they're coming up with a real takeover bid’."
In an ASX statement yesterday, Mariner Financial Ltd’s wholly-owned subsidiary Mariner Acquisition No.8 Pty Ltd will waive the 90 percent minimum acceptance condition in its takeover offer for Australian film producer Beyond International Ltd, once it has received acceptances of its offer which take its relevant interest in Beyond to at least 50.1 percent of all Beyond shares.
Mariner's current relevant interest in Beyond shares is 22.5 percent, including 19.9 percent owned unconditionally, with the balance having been accepted into Mariner's offer.
The effect of this that once Mariner has received acceptances under the offer which take its relevant interest in Beyond to at least 50.1 percent of all Beyond shares and if the conditions of Mariner's offer have been satisfied or waived, Mariner will pay Beyond shareholders who accept its offer $1.25 cash per share within 21 days.
Mariner also advises that it will not be extending its offer, which will close at the end of December 20, 2007, unless on or before that date, another person announces a takeover bid or lodges with ASIC a bidder’s statement for a takeover bid for Beyond.
On October 24, 2007, Beyond recommended the Mariner offer, in the absence of a superior proposal.
On November 26, Beyond withdrew its recommendation of the Mariner offer. The reason given was “… the Mariner offer is unlikely to succeed in its present form because it is unlikely that Mariner will obtain relevant interests in at least 90 percent of the issued shares of Beyond”.
As Mariner will waive this 90 percent condition if it receives acceptances under the offer which take its relevant interest in Beyond to at least 50.1 percent of all Beyond shares, this reason is no longer valid.
Mariner also seeks clarification from Beyond in relation to the first supplementary target’s statement issued on November 26, 2007.
- From MediaBlab by Peter Olszewski via Factiva
It said Mariner chief operating officer Alexander Sundich has also challenged its chief rival, digital media group Destra, to "put up or shut up" in launching an offer.
Destra is believed to be interested in Beyond for its ability to provide content that can delivered through the internet.
Its interest was enough for Beyond to withdraw its support for the Mariner bid, in the process allowing Destra to conduct due diligence on the production house. This recommendation to shareholders has stalled acceptances for the Mariner offer.
He said, "I'm angry, because we have a situation here where the Beyond board is saying, ‘We're happy to facilitate the work of a competitor (Destra), but we don't know if they're coming up with a real takeover bid’."
In an ASX statement yesterday, Mariner Financial Ltd’s wholly-owned subsidiary Mariner Acquisition No.8 Pty Ltd will waive the 90 percent minimum acceptance condition in its takeover offer for Australian film producer Beyond International Ltd, once it has received acceptances of its offer which take its relevant interest in Beyond to at least 50.1 percent of all Beyond shares.
Mariner's current relevant interest in Beyond shares is 22.5 percent, including 19.9 percent owned unconditionally, with the balance having been accepted into Mariner's offer.
Mariner also advises that it will not be extending its offer, which will close at the end of December 20, 2007, unless on or before that date, another person announces a takeover bid or lodges with ASIC a bidder’s statement for a takeover bid for Beyond.
On October 24, 2007, Beyond recommended the Mariner offer, in the absence of a superior proposal.
On November 26, Beyond withdrew its recommendation of the Mariner offer. The reason given was “… the Mariner offer is unlikely to succeed in its present form because it is unlikely that Mariner will obtain relevant interests in at least 90 percent of the issued shares of Beyond”.
As Mariner will waive this 90 percent condition if it receives acceptances under the offer which take its relevant interest in Beyond to at least 50.1 percent of all Beyond shares, this reason is no longer valid.
Mariner also seeks clarification from Beyond in relation to the first supplementary target’s statement issued on November 26, 2007.
- From MediaBlab by Peter Olszewski via Factiva
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