TP02/005
The Panel advises that it has today published the reasons for its decision in relation to the application concerning the announcement by Magic Millions League that its proposed takeover offer for the Brisbane Broncos will not proceed (Brisbane Broncos No.1) and the cross-application concerning a condition of BB Sports takeover offer for the Brisbane Broncos (Brisbane Broncos No.2). The Panel's decision was made on 3 January 2002.
Magic Millions has applied for a review of the Panel's decision in each of Brisbane Broncos No.1 and No.2. The review Panel is currently considering that application.
Brisbane Broncos No.1
The Panel decided that Magic Millions is obliged to dispatch offers to Brisbane Broncos shareholders in accordance with its announcement of 29 November 2001. The Panel considered that unacceptable circumstances are likely to exist, and that it will be prepared to make a declaration to that effect, if Magic Millions fails to dispatch its offers by 29 January 2002 (in accordance with the timetable set out in the Act). However, the Panel decided that it would not be practical to order Magic Millions to take the steps needed to make its offer.
Brisbane Broncos No.2
The Panel's reason also concern their decision that the parts of BB Sports' bid condition relating to ASIC and the Panel performing their proper functions under the law were unacceptable and had the potential to fetter the performance of each regulator's functions. Accordingly, the Panel decided that BB Sports should dispatch its offers in accordance with its announcement of 14 December but omitting these parts of the condition or waiving the condition.
The Panel also found that it would be unacceptable for BB Sports to rely on its condition being triggered by Magic Millions' abandonment of its bid. The decision in Brisbane Broncos No.1 meant that none of these events permits Magic Millions to withdraw. If anything had happened which permitted Magic Millions to withdraw, it was the making of BB Sports' bid, an event on which BB Sports was not entitled to rely, as it was entirely within BB Sports' control.
The sitting Panel in this matter is Ms Jennifer Seabrook (sitting President), Mr Denis Byrne (sitting Deputy President) and Mr Peter Young.
The Panel's reasons for decision are available on its website www.takeovers.gov.au
George Durbridge
Counsel, Takeovers Panel
Level 47 Nauru House, 80 Collins Street, Melbourne VIC 3000
Ph: +61 3 9655 3553
george.durbridge@takeovers.gov.au
