This is laughable.
So the Board reckons the offer is "somewhat" opportunistic?
No sheet, Shylocks?
The logical question that needs asking is why you overpaid executives allowed the business to get into a state wherein opportunistic takeover offers became a very real possibility (and, now, a reality)?
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As for "
our business...has remained profitable amidst the backdrop of a challenging period in the Australian retail environment", that borders on an insult on the intelligence of the owners of the business.
Because operating margins in this business have been in decline for the past 8 years (refer chart below), and during most of that time the retail environment has been just fine... very rosy, in fact.
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The people who run this business - all the while being very generously remunerated - have presided over massive loss of shareholder wealth with their strategy which effectively amounts to "growth-for-growth's sake"
The gall for the directors to now - when the crunch occurs - stand up and say, "Trust Us", borders on the incredulous.
I mean, the MD/CEO earns more than $900k per annum, and the fees for 4 Non-Executive Directors amounted to $515k last year (even even then, two of the NED's were only in the service of the company for part of the year).
As for "alignment" of the interests of directors with shareholders, I don't think I can recall - in my 25-odd years of analysing publicly listed companies - of seeing lower levels of direct shareholding on the part of any company's managers:
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Small wonder the shareholder value outcomes are as deplorable as they are!
Certainly, during the significant loss of shareholder value in recent years, no pain was felt by the company's managers.
(20min delay)