CSP01/079
The Panel advises that it has today decided to require a group of acceptances for approximately two million shares be reversed in the bid by Vanteck (VRB) Technology Corp for Pinnacle VRB Limited. The Panel advises that it has made a declaration of unacceptable circumstances in response to an application by Ronay Investments Pty Ltd and Mr David Pethard in relation to the acceptances.
The Panel accepted that Credit Suisse First Boston Australia Equities Private Ltd (CSFB), Ronay's broker, on 22 and 23 September 2001, erroneously and mistakenly authorised acceptance of Vanteck's bid on behalf of Ronay and other Pinnacle shareholders. Vanteck refused to consent to a reversal of the transaction which is necessary under the SCH Business Rules before the acceptances could be reversed.
The Panel considered that the facts surrounding the acceptances, and the current circumstances of Vanteck's bid for Pinnacle, mean that the acceptances should be reversed. The orders will require Vanteck to consent to the acceptances being reversed or withdrawn and shares issued by Vanteck as consideration for the erroneous acceptances to be cancelled. The orders will not require acceptances to be withdrawn or reversed where an affected Pinnacle shareholder has subsequently given its consent to CSFB ratifying the acceptance and evidence of that consent is provided to the Panel. The Panel is currently settling the terms of the orders with the parties.
Vanteck's solicitors have advised of their client's intention to appeal any decision adverse to Vanteck.
The sitting Panel in this matter is Ms Marian Micalizzi (sitting President), Ms Robyn Ahern (sitting Deputy President) and Ms Alison Lansley.
The Panel's reasons for its decision will be posted on the Panel's website (www.takeovers.gov.au ) in the near future.
Nigel Morris
Director, Corporations and Securities Panel
Level 47 Nauru House, 80 Collins Street, Melbourne VIC 3000
Ph: +61 3 9655 3501
nigel.morris@takeovers.gov.au
