Takeovers panel won't play ball with Bolton
The Age
Friday September 25, 2009
NICHOLAS Bolton has been dealt a blow in his bid to seize control of embattled Multiplex Prime Property Fund.In an unprecedented decision, the Takeovers Panel has ordered that Bolton's investment vehicle, Australian Style Investments, withdraw its takeover offer for Multiplex Prime immediately, effectively ending the 27-year-old's bid to buy the listed property trust and liquidate its $567 million portfolio of CBD assets in Sydney and Melbourne."We have been told this is the first time the Takeovers Panel has instructed someone to completely withdraw an offer, rather than modify it," said Multiplex Prime executive director Brian Kingston."Three-tenths of a cent per share is not a real bid, we all know that, and the Takeovers Panel had concerns with his ability to finance the offer, and what would happen if he got some, but not all, the shares."Bolton shot to fame with his investment plunge in BrisConnections this year, and made a similar audacious bid to win control of Multiplex Prime, which, as BrisConn was, is trading at just 0.1 per listed unit upon which a further instalment must be paid.Australian Style offered 0.3 a unit for the rest of Multiplex Prime. Bolton could buy the rest of Multiplex Prime for just $677,000 but would be liable for the $112.2 million instalment payment due on the units in 2011.Brookfield Multiplex, the responsible entity for Multiplex Prime, lodged an application with the Takeovers Panel two weeks ago to prevent Bolton from buying any more shares in the company.The Takeovers Panel has declared "unacceptable circumstances" with the bid €” despite it being a cash offer with no conditions attached.The panel of Stephen Creese, Sophie Mitchell and Ian Ramsay declared that any Australian Style takeover of Multiplex Prime would not take place in an "efficient, competitive and informed" market, and also that unit holders had not had time to consider the proposal from Bolton, and had not been given enough information from Australian Style.The panel also questioned the disclosure by Australian Style, including how it plans to fund the takeover or pay a further call on the next instalment. Bolton can still seize control of the listed property trust if he wins a vote of unit holders on October 7. Australian Style requested the shareholder meeting to have Multiplex Prime wound up and its assets sold off.Brookfield Multiplex is in breach of its banking covenants and has proposed a $50 million equity raising to stave off its financiers €” a raising that would dilute Bolton's holding in the company unless he contributes a further $10 million.Multiplex Prime fund manager Lawrence Wong said he was confident of winning the support of unit holders. "We think they will make the right decision, and understand the destruction of value that the Australian Style offer will create. We are getting good support."Pesticide directorMELBOURNE investor Leo "The Gun" Khouri, who lost $50 million of shares in the collapse of Opes Prime, has emerged as the new director of listed pesticide research company BioProspect.After Khouri was named as a non-executive director yesterday, the company's share price shot up 30 per cent, from just 2.1 a share to 3.It made Full Disclosure wonder just how "non-executive" shareholders hope Khouri will be.In an announcement to the Australian Securities Exchange, BioProspect said Khouri had "previously provided strategic and financial advice to BioProspect in his capacity as director and owner of Melbourne-based Gun Capital Management".According to the company, Khouri's expertise in "public company governance" will be of benefit to BioProspect.Gun Capital Management owns 10 million BioProspect shares. Bejjal Ltd, the superannuation fund he owns with his wife Anne, controls a further 40 million shares, and Khouri holds 20 million shares in his own name.That gives the new director 70 million shares, or 14.4 per cent of the company. He is also the single biggest option holder in BioProspect.BioProspect yesterday notched up its biggest single day trading volume in two years, bringing the worth of the 70 million shares Khouri controls to $2.1 million, up $630,000 in a day.For an eight-month period until March this year Gun Capital Management was controlled by Victoria Police officer Anthony Langdon €” who also happens to be anon-executive director of BioProspect.Senior Sergeant Langdon has been the subject of a police ethical standards department investigation into an allegation that he misused his position by making threats to Perth private detective Ron Dolliver.Dolliver was hired to investigate John Stratton, who is wanted in South Africa as a suspect in the murder of mining magnate Brett Kebble.Dolliver alleged Langdon made the threat in Perth on November 14, 2007. Full Disclosure believes the ethical standards investigation found that the allegations against Langdon were not substantiated, as there was no evidence to corroborate the claim beyond Dolliver's statement.BioProspect has a close relationship with Solagran, which purports to have acure-all called Ropren that is effective in treating liver disorders. Solagran is the second-biggest shareholder in BioProspect after Khouri and has two representatives on the board €” non-executive directors Peter Charles Pellegrino and Kamran Shamsi.
© 2009 The Age
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