- Release Date: 04/08/14 16:24
- Summary: MEETING: MTF: Special meeting 13 August 2014 - update
- Price Sensitive: No
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MTF 04/08/2014 16:24 MEETING REL: 1624 HRS Motor Trade Finances Limited MEETING: MTF: Special meeting 13 August 2014 - update 4 August 2014 Special meeting 13 August 2014 - update We have received reports from shareholders that the shareholder group that called for a Special Meeting is also actively promoting a Heartland takeover of MTF. We are aware that the proposers or their affiliates are advising shareholders and originators that MTF has a liability in respect of the Sportzone case that is not based on the case and is speculative in the extreme, to the point of being potentially misleading and unhelpful to the Company and its shareholders. As the Board detailed in the Notice of Meeting: - the quantification process in the Sportzone litigation continues and, until completed, it is not possible to usefully quantify any liability to MTF, because the existing High Court judgment does not determine the amount by which MTF fees are unreasonable; - the Sportzone litigation applies to 39 loans; it does not apply to any other loan and it is not clear at this early stage what application any principles that arise from this case may have on other loans initiated by MTF; - to seek a settlement with the Commerce Commission, as proposed, requires MTF to admit liability in a case which has not yet been decided, removes the ability of MTF to have the High Court case overturned on appeal, and would require MTF to unnecessarily admit liability for a case that has not been brought and therefore does not exist; - it is clear to the Board that any attempt to reach a settlement with the Commerce Commission at this point is impractical; - MTF will review the position in light of the quantification judgment in the Sportzone case, when it is received, and keep shareholders informed. You have received the Notice of Meeting, which is for a shareholder meeting to discuss seven formal resolutions put forth by nine proposing shareholders; it should not be used as a platform for Heartland to further its ambitions. We recommend that you do not give any undertaking to Heartland or any other party concerning your MTF shares before the board of MTF has received any formal proposal, taken proper advice and is able to make an appropriate recommendation to shareholders and originators. MTF is a valuable business with assets under management in excess of $500 million and year on year growth of 17%; it is small wonder that MTF is attractive to its competitors. It is important that shareholders remain united, so that maximum shareholder value can be realised, should a takeover offer be forthcoming. The MTF Board strongly recommends that shareholders disregard any representations from the proposing group and from Heartland, and, as set out in my letter of 29 July 2014, WE STRONGLY RECOMMEND THAT YOU VOTE AGAINST ALL THE RESOLUTIONS. It is important that you record your vote at this meeting, whether in person, by postal vote or by proxy. We need to put a stop to the actions of a few shareholders who would appear to have an agenda that plays into the hands of our competitors. Contact: Angus Bradshaw Glen Todd Managing Director Chief Financial Officer p: 03 467 7988 p: 03 474 6370 e: [email protected] e: [email protected] Yours sincerely, Stephen Higgs Chairman End CA:00253463 For:MTF Type:MEETING Time:2014-08-04 16:24:36
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