Thank you Mark. You make many excellent points. Minority...

Thank you Mark. You make many excellent points. Minority holders can expect more strident BS from Pact in the coming weeks, before and after the EGM. The decision by TOP was very disappointing but the 3 panel members for our case have strong commercial and legal backgrounds. It appears that PGH was able to persuade them that the major issues are not within TOP’s jurisdiction. I respectfully disagree, and think that they may have focussed on the technicalities of the pieces rather than the spirit of the big picture .We will have to wait to see the details. Alas that info might be of only academic interest and we may not see it until after the EGM. The ASX has let shareholders down badly and sided with an aggressive insider, running a clever but oppressive campaign. The greatest shame is deserved by the PGH Board. It’s unsurprising that the CEO and RG’s two appointees supported his delisting push, but the so-called independent directors should have opposed it and/or resigned. To state that delisting is in shareholders’ interests is a gross insult to our intelligence. They should be ashamed. This is one of the most deplorable episodes I have seen in over 40 years of investing.

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The result does look like a foregone conclusion at the EGM, as no one will want to risk the huge costs of going to court to prevent it, and it’s unlikely that ASIC will save the day given the TOP decision.

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The selective messaging from PGH will continue. However, the really good news is what will not be spoken about- that Pact is a good business which is getting better. The share price is 6x FY24 underlying eps which is so cheap -compared with the apparent fundamental value of the business -that it is hard to see much long-term downside risk in staying with PGH, despite the inconvenience of delisting and likely short-term weakness in the market price.

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I again urge holders to think very carefully before selling. It’s true that a small number of holders may need to sell (e.g. if they hold via an SMSF or similar that doesn’t permit unlisted shares)—but if that is their situation they could buy back in to hold in their personal names. No one is forced to sell permanently, no matter how disagreeable the delisting is.

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The PGH Board ought to help facilitate an unlisted PGH market but I doubt that it will. There are Corporations Act rules about making even an informal market (legal advice is definitely needed about this.) See ASIC’s REGULATORY GUIDE 172 on Financial Markets: in almost all cases these require a licence but exceptions are occasionally allowed…..

See para RG172.222 [ASIC] will only recommend that an exemption should be granted in rare and exceptional circumstances. In deciding this, we will consider whether the costs of regulation significantly outweigh the benefits. Example: Low volume markets We have made the ASIC Corporations (Low Volume Financial Markets) Instrument 2016/888 which exempts low volume venues from the operation of Pt 7.2 on the condition that the operator is named on our low volume market register maintained for the purposes of s791C. A lowvolume financial market is a market venue on which no more than 100 completedtransactions are entered into and the value of the transactions entered intodoes not exceed $1.5 million in the 12-month period commencing on the date the market venue was named in the register or any subsequent 12-month period. Because these markets are limited in size and complexity, there is little regulatory benefit associated with subjecting them to the Australian market licence regime.

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Another interesting legal question is whether a shareholder is allowed by law to send an email to those holders who have provided the registry with their email addresses (or even a letter by snail mail). This could be used solely to inform them that the HC forum is a useful place to read a diversity of opinions- but definitely should not give further messages or recommendations- and with suitable disclaimers about advice etc. The question is whether such use of a share register is a “proper purpose”. There have been some legal cases about this, and it looks permissible providing the purpose is in good faith (not for advertising) and restricted to helping shareholders maintain their rights. I’d welcome comment on this from a corporate lawyer.

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None of this is advice. but I hope that any PGH shareholders who are anxious, and inclined to sell, will reflect carefully before doing so.