Mariner Corporation Limited (Mariner) has extended its offer period for a $25.4 million takeover bid for Wilson HTM Investment Group Limited (Wilson).
The offer period, extended to 15 February unless extended or withdrawn, follows Mariner’s bid in October 2012 to acquire all of the issues ordinary shares in Wilson in which it does not already have a relevant interest.
In a statement to the Australian Securities Exchange (ASX), Wilson said there has been no indication whether Mariner requires or will be seeking shareholder approval in respect of the offer, or whether any specific regulatory approvals are required by Mariner.
Mariner’s offer has gained little support from Wilson shareholders. As at 31 December 2012, Mariner and its associates had a relevant interest in 5,900 shares and a voting power of 0.006 per cent as a result of offer acceptances, Wilson said in the ASX statement.
Wilson also said each of its directors and its largest shareholder, Deutsche Australia Limited, intend to reject the offer.
“The value of Mariner shares has declined significantly (35 cents) since the announcement of the offer, making the offer even less attractive than it was on the date it was announced,” Wilson said.
“The board of Wilson continues to unanimously recommend that shareholders reject Mariner’s highly conditional, speculative and uncertain non-cash takeover bid,” it said.
On 26 October 2012, Mariner advised the board of Wilson of the offer, stating that shareholders had an appetite for change after poor performance.
Mariner’s objectives were to become a substantial shareholder of Wilson HTM, achieve board representation and implement strategies to bridge the gap between Wilson HTM’s net tangible assets (NTA) and its current trading price.
“Mariner has made this offer because Wilson HTM has performed poorly for many years and we believe there is an appetite amongst [its] shareholders for change,” Mariner said in a statement to the ASX at the time.
“By converting to Mariner shares, Wilson HTM shareholders can become part of a growing and successful Australian investment company and Mariner shareholders, including Wilson HTM shareholders who accept this offer, will benefit from the increase in value we can deliver through our stake in Wilson HTM.”
According to Wilson HTM’s 2012 financial year report, the company recorded $74.3 million in revenue, which was a significant fall from $139.8 million for the previous period.
Its NTA dropped to $48 million in the 2012 financial year, from $55.6 million. Its cash and principal investments also suffered a fall to $16.3 million from $34 million.
Wilson HTM advised its shareholders to take no action in relation to the offer.
