Thanks BenG and Giz
As I say I’m not a takeover lawyer but I’m fairly confident that my analysis is right.This sort of commentary should, of course, be coming from the IBC and their advisers: not necessarily to sway shareholders one way or other but at least to help them understand the dynamics here. The very early capitulation by the IBC and its lack of helpful advice to holders(or useful commentary by its expensive expert advisers) is deplorable.There are some very good posts and work on HC but shareholders should not be left to do all this work themselves.
On your point about special deals and suitcases of cash. The answer is definitely not: all shareholders must receive exactly the same terms. The takeovers law in the Corporations Act, Takeovers Panel Guidance Notes, ASIC regulatory guides etc is absolutely clear on this principle- NO special deals. It can get a bit more complex if there are differenttypes of consideration offered in the bid—eg shares or cash or a mixture, where different shareholders might have different preferences- but the principle is that each holder must be offered the same deal. For PGH it is very simple. The consideration is only cash, and the bid is unconditional . As I wrote some weeks back,- RG played tough by making 84c final.He painted himself into a corner. If he had not made that choice, he could have retained the ability to increase the bid to say 88c or 92c to drag more over the line (although that increase would-be backdated to apply to all accepting holders). He has cut himself off from that avenue and now finds he has overplayed his hand.This was a risky thing to do, especially as he must know that the Manipur people don’t like him.
Of course that doesn’t mean that some bidder might not be tempted to break the law and do a secret deal as you posit, but it would be very clearly illegal. Moreover it would be stupid since any sudden flow of a large number of shares now would invite attention. I am NOT suggesting that RG would contemplate such a thing, merely analysing the hypothesis.
I am heartened by seeing the notice this morning that Manipur etc. have increased to 6%. That sort of very public notice is ideal--- it will infuriate RG but the vital point is that it must be seen by all holders. Not everyone follows ASX announcements, and RG’s capacity for biased communications would I guess enable him comfortably to omit to mention it. I am no longer a holder (too much money tied up elsewhere) but I would strongly encourage any holders with connections to financial journalists to seek max publicity on all this.
Not advice but GLAH
(20min delay)