This is actually worse than it appears. There's the direct difference in compensation being paid to the largest shareholder which has already been noted, compared to everyone else.
However, on top of that, Groves carries on his ownership into Carsome having already received shares and is a director in that group. Hence, he has a vested interest in reducing costs in that company, so by his reduction of compensation to existing ICQ holders he is furthering his financial benefit into his future investment as well.
At the time of offer finalisation, I pointed out it was extremely rare for a company to reduce its offer having looked at the books, without cause and that the directors of the target accept that. Having shown interest in the target and already shown they're up for that amount, any seller is remiss to reduce the compensation paid unless the buyer finds cause, which was not apparent this time otherwise it would have been stated.
However, it now looks more odious after the expert's report. It is as though it was seen as a way to improve Groves' returns in the future, so waved through as he benefits from it.
ICQ Price at posting:
52.0¢ Sentiment: Hold Disclosure: Held
