ARN loses review of ruling it bought SCA shares in ‘unacceptable circumstances’
ARN’s appeal to overturn a decision that it bought shares from radio rivals Southern Cross Austereo in “unacceptable circumstances” has failed.
In June, ARN bought 14.8 per cent shares in SCA via fund manager, Allan Gray. At the time of the purchase, Gray had 21.71 per cent voting power in SCA, as well as 20.04 per cent in ARN; meaning at the time ARN purchased the shares, its voting power in SCA increased to 31.24 per cent.
In November, the Takeovers Panel ruled that 6.83 per cent of that figure was in breach of the law which ARN soon appealed.
However on Friday, the Takeovers Panel chief executive, Allan Bulman, announced that the review panel has “affirmed the initial Panel’s decision to make a declaration of unacceptable circumstances”.
“The review Panel proposes to seek further submissions from the parties on orders in the first week of January 2024,” Bulman said in a statement.
The decision comes only days after ARN confirmed that its initial plans to close its takeover bid of SCA by 31 December would not go ahead, saying in an ASX update that SCA and its advisers have been granted “a further period of due diligence engagement to access the required information to progress its confirmatory due diligence”.
SCA chair Rob Murray was doubtful of any agreement closing before the end of the year, telling shareholders in its October AGM that such a timeline was “highly optimistic”, adding, “frankly, we’re not going to be rushed.”
In it’s own statement released shortly after on Tuesday, SCA said: “The parties have not reached a binding agreement to implement the Indicative Proposal and have not agreed to commence preparation or negotiation of any transaction documentation.
“The Indicative Proposal is subject to several conditions, including satisfactory completion of due diligence currently under way, subsequent negotiation and execution of transaction documentation, and regulatory approvals.
“There is no certainty that a transaction will eventuate.”
Seven West Media last month acquired a 19.9% stake in ARN, making it the largest single shareholder in the radio network.
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Neil Griffiths is the editor of Mumbrella. He joined the company in October 2023.
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