re: target's statement (pt 2) Something really smelly is...

re: target's statement (pt 2) Something really smelly is happening here. That brief ride the share price did was bloody suspicious also.

From Comms Day 24/6/03:
Roslyndale gets vote of PowerTel board

The PowerTel board has unanimously rejected Hong Kong based TVG's takeover offer in favour of the Geoff
Cousins headed Roslyndale Syndicate.

The recommendation to shareholders ahead of the general meeting to held July 2 was based on what
directors felt was the superior "certainty and timing" of the Roslyndale bid. The directors also noted that unlike
the Roslyndale Proposal, the TVG offer is made to all shareholders equally, with neither WilTel nor DownTown
Utilities offered any special benefits by TVG. PowerTel said the TVG offer was more conditional than the
Roslyndale proposal, "and therefore less certain".

“Rejecting the Roslyndale proposal and pursuing the TVG proposal exposes PowerTel to significant risk that
necessary equity funding will not be obtained within an acceptable timeframe," the company said in a statement. "The directors of PowerTel do not regard it as prudent to take that risk.”

An independent report from PricewaterhouseCoopers said that while the two proposals were different,
neither was "unambiguously preferable" for non-associated shareholders. "After consideration of the TVG offer, we remain of the opinion that it is in the best interests of the non-associated shareholders to accept the Roslyndale proposal," the PWC report said.

One analyst expressed disappointment at the recommendation stating that the vote against TVG, which was depicting itself as the aggressive industry consolidator, could be a blow to a speedy industry clean up. The analyst, who declined to be named, also noted that the reasons behind the sway towards Roslyndale were not entirely clear as neither bid offer contains approval from banks for the refinancing. He added, however, that if TVG is unsuccessful in its bid, the group is then free to pursue further industry aggregation with the number of distressed and easily acquired assets currently on the market.

Meanwhile, speculation over departing PowerTel employees is emerging, particularly as Williams-appointed personnel would be the first casualties of any takeover offer. PowerTel would not confirm speculation that its director of engineering and operations Ron Sinnes is returning to the US imminently. He is rumoured to be replaced by current director of wholesale, carrier relations and regulatory, Errol Shaw.
Natalie Apostolou