MES mesbon china nylon limited

Mesbon has a total of 135,195,000 shares on issue. MSB holds...

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    Mesbon has a total of 135,195,000 shares on issue. MSB holds 81,377,847 of these. Non MSB holdings total 53,818,153 and 75% of these or 40,363,614 are required to vote in favour of the privatisation for it to succeed.
    From the company announcement about the adjournment proxies lodged in favour of privatisation these total 33,713,312 (62.64%). Proxies lodged against are noted as 2,250,417 and 24,008 were recorded as undirected. The votes not accounted for total 17,830,416 so these votes are either not going to be exercised or alternatively some or all were to be cast at the meeting.
    My conclusion is that far from being a done deal, this distribution of votes suggests the 75% requirement is unlikely to be met at the current bid price. A proxy in favour is easier to lodge than attending the meeting so the majority of "yes" votes is likely to be accounted for in the proxies.
    For a potential buyer to seek to privatise there are a number of essential steps: form the intent, organise the funding, take the procedural steps required, put the privatisation proposal to a vote.
    It is most unlikely that MSB put the procedures in train without taking step 2, funding. This would waste the cost of the several procedures and it would be embarrassing. If, however, MSB concludes that the 75% support required cannot be achieved for the bid price of 35c and the buyer still has the intent to proceed, the buyer needs to top up his funding to the point where he can win the missing 7,650,302 votes. An extension of funding provision may occasion some delay and some procedures need to be repeated. A minimum of 30 days notice must be given to hold the adjourned meeting, some of the paperwork needs revision prior to setting the adjourned meeting date. If the adjourned meeting is not held in a reasonable period (I am not sure of the regulator's deadline) the paperwork revisions become a complete re-issue.
    Conclusions: for the privatisation to proceed at minimum additional cost the bid price will have to be raised and the meeting rescheduled for November/December.
 
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