Take-over bid diary

Press, 30 January 1984, Page 21

Take-over bid diary

The take-over and counter-take-over struggle embroiling N’.Z. Forest Products, Ltd, Wattle Industries. Ltd, the Goodman Group. Ltd. and Brierley Investments, Ltd. four of the country’s biggest companies, has puzzled some readers. The following diary of

events may help these readers to put the affair in perspective. November, 1980. — Wattie’s bought 24.9 per cent of the shareholding in the Goodman Group, which bought 24 per cent of the shareholding in Wattie’s. The transaction came after earlier joint ventures between the two companies. February, 1982. — Goodman's issued 1.300,000 ordinary shares to Wattie’s at a premium of 182 c a share. September. 1983. — The managing director of Forest Products, Mr Douglas Walker, retired. He was succeeded byMr Warren Hunt, formerly the firm’s general manager at Kinleith. October, 1983. — Goodman's exchanged its holding of Wattie's 16 per cent preference shares for ordinary shares. This and earlier transactions brought the cross-holdings to: Wattie’s owning 33 per cent of the Goodman Group; Goodman's owning 35 per cent of Wattie’s. November 3. — Forest Products launched a $6O million take-over bid for the building and timber merchant, Odlins, Ltd. November 18. — Wattie’s and Goodman’s made a raid on Forest Products shares, buying more than $7O million worth in a day. November 20. — Forest Products released its half-yearly report early, showing profits of $32.1 million, 24 per cent up on the result for the corresponding half of the previous year. The Forest Products board said it had received assurances from Wattie’s and Goodman’s that their intentions were “friendly.” Forest Products abandoned its bid for Odlins, in view of the more dramatic recent developments. November 22. — Wattie’s and Goodman’s announced that they had completed their raid, having obtained a 24.9 per cent holding in Forest Products. December 19. — Forest Products went on the counterattack, buying 7.5 million Wattie’s shares and a smaller number of Goodman’s shares

in one day. December 22. —Forest Products achieved its 24.9 per cent holding in Wattie’s, and about 8 per cent of Goodman's shares. December 23. — Forest Products launched a bid to increase its holding in Wattie’s shares from 24.9 per cent — that is all but the 35 per cent held by Goodman’s. It also announced that it might buymore shares in Goodman's. January 4, 1984. — A joint statement by Forest Products. Wattie’s, and Goodman’s warned investors against speculating in their shares. The boards of the three companies then began holding talks. January 16. — Talks between the three companies ended and Forest Products renewed its offer for Wattie’s shares. January 17. — Watties directors made a surprise announcement, recommending that shareholders accept the Forest Products offer. The same day, Forest Products announced that as soon as possible after the ending of dividend freeze on February 29, it would proceed with a one-for-10 bonus issue, originally proposed for 1982. January 18. — The Stock Exchange announced that it would suspend trading in Forest Products shares from January 23 because the firm had broken the exchange’s take-over code by excluding Goodman’s from its offer to Wattie’s shareholders. January 20. — The High Court granted a temporary injunction until January 26, restraining the Stock Exchange from imposing its trading ban on Forest Products shares. January 24. — Brierley Investments, Ltd, began buying Wattie’s shares with an offer slightly higher than the theoretical share price of the Forest Products offer. January 25. — Goodman’s announced a share exchange with the huge Australian group, Elders IXL, a move apparently unrelated to the

wrangle over Wattie’s ownership. January 26. — The High Court extended the interim injunction, blocking a ban on trading Forest Products shares for another 12 days, until February 7, when the Court should announce a finding on the dispute. January 27. — The board of Wattie’s, the four Goodman's directors dissenting, recommended to shareholders that they accept the Forest Products offer for shares, but that they should not forward acceptances until the decision of the Examiner of Commercial Practices is made known. (The Examiner will probably complete his task by February 20. His approval is needed because Forest Products is seeking more than 25 per cent of Wattie’s shareholding.) By January 27 it was estimated also that Brierley's might have obtained as much as 4.7 per cent of Wattie’s.