KDR 0.00% $1.90 kidman resources limited

Ann: Registration of Scheme Booklet, page-123

  1. 2,101 Posts.
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    "I think you underestimate how difficult it would be for another interested party to actually make a bid butcherboy, given the exclusivity provisions and the far from level playing field regarding access to information necessary to make a near billion dollar financial commitment. You've got your board to thank for that one."

    Describing the exclusivity provisions as "market standard" and "customary" might actually amount to being misleading in the legal sense. I base this opinion of mine on my reading of the guidance note 7 lock-out devices on the takeovers panel website.

    Shareholders are essentially trusting the board to tell them the truth and if is not true that those exclusivity provisions are "market standard" and "customary" shareholders might have a basis for a legal claim.

    The last update on the guidance note 7 lockout-device paper on the takeovers website is from 2010 so its possible the "market standard" has toughened up since 2010. But "customary" the word used to describe the exclusivity obligations in 2,2,3 on page 28 (bottom left) of the Scheme Booklet suggests that those sort of exclusivity provisions taken as a set have been the norm now for such a period of time as to have become customary. And that just doesn't gell with a reading of the takeover panels guidance note 7 - lockout-devices. In my opinion. Those lock out devices in the SID look positively aggressive and over the top to me. And yes - the BOD must have agreed to them.
 
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