By NZPA
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Tuesday 21st January 2003 |
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Richmond's Bell group of shareholders have asked Justice Young to order a variation to the PPCS offer document, in which it reserves the right to make the offer unconditional if it reaches at least a 50 percent ownership level.
Bell group lawyer Robert Dobson , QC, said this waiver was inconsistent with the effects of Justice Young's November judgment that PPCS either make an offer which resulted in it achieving 90 percent ownership or sell its shares.
It was commercially nonsensical to suggest that the offer be forced to achieve a 90 percent ownership level to succeed, unless the court later directed otherwise, PPCS lawyer Alan Galbraith, QC , said in court today.
Such a direction would be inconsistent with the Takeovers Code and would cause too much uncertainty among shareholders, he said.
Minority shareholders would not accept the offer if they believed its outcome was left for the court to decide, with the possibility of delays for appeals.
Mr Galbraith said PPCS was the only buyer offering as much as a generous $3.05 a share, and the opportunity for minority shareholders would be lost.
Mr Dobson said that if PPCS could take control of Richmond with just over 50 percent, then the situation the court wanted to avoid -- continuation of a dysfunctional environment at Richmond with a large body of disgruntled minoirty shareholders -- would not be achieved.
He suggested the offer be amended so that it required a 90 percent ownership level to succeed, but with a provision that PPCS could come back to the court later to seek approval for a reduced level.
This would cover a situation where PPCS narrowly failed to achieve 90 percent ownership.
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