Today the 22nd June is an important date for both the French and all Australian’s. On the 22/6/1815 Napoleon Bonaparte finally abdicated (for the second time) as France’s Emperor following his defeat at the Battle of Waterloo by the Duke of Wellington. Today, Wednesday 22/6/11 it became evident, after reading this mornings newspapers that Foster’s inept Board will also suffer defeat at the hands of SAB Miller, a sad day for Australia.
I was staggered to learn that the Fosters Board and Millers apparently had no intention to inform the market of Miller’s takeover proposal, no doubt relying on the ASX non-disclosure exclusions for incomplete and conditional proposals. However, they were forced to do so when the Coca Cola Chairman correctly advised Foster’s they were immediately announcing to the ASX their revised shareholder arrangements with Millers on their Pacific Brands brewing and beverage joint venture regarding Miller’s rights to acquire Coca Cola’s 50 % joint venture interest if they gained control of Fosters within 5 years. Fosters would have been severely dealt with by the regulatory authorities if they didn’t make an announcement, but Coca Cola did.
It appears that the Foster’s Board, despite the numerous takeover rumours already in the public domain were caught on the back foot and not properly prepared nor properly advised .
They have in effect, raised the white flag like Napoleon did 196 years ago when defeat was inevitable.
John D Elliott
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John
I am a retired corporate lawyer and also found it unusual that SAB Miller didn’t think through the ASX reporting consequences of executing changes to the CCA/MILLERS JV by making it a completed deal requiring disclosure whilst Millers had no intention to go public.If they had smarter lawyers they could have deferred this reporting obligation until Millers was closer to sorting a final offer with Fosters.Now their hand is played where market forces will dictate how much Millers will have to pay to gain control of Fosters.
Regards
James