TP05/006
The Takeovers Panel (Panel) advises that it has today received an application from Geoff Woodham Financial Services Pty Ltd (the Applicant) alleging that unacceptable circumstances exist in relation to a number of issues of securities, a proposed issue of convertible notes and a transfer of securities, in each case in LV Living Limited (LVL).
Amongst other things, the Applicant alleges that unacceptable circumstances arise from the issue of securities in breach of section 606 of the Corporations Act.
The Applicant has sought:
- a declaration of unacceptable circumstances under section 657A of the Corporations Act;
- interim orders restraining Peridon Management Pty Ltd (Peridon), Mr Robert West, Mr David McLeod, Aged Care Properties Pty Ltd (ACP) and Retirement Property Solutions Pty Ltd (RPS) from voting, acquiring or disposing of shares in LVL until the conclusion of Panel proceedings and restraining LVL from issuing securities until the conclusion of Panel proceedings; and
- a range of final orders, including orders to restrict Peridon, ACP and RPS from voting, acquiring or disposing of shares in LVL without appropriately informed shareholder approval; orders requiring the divestment of shares held by Peridon, ACP and RPS, and orders restraining LVL from issuing convertible notes without appropriately informed shareholder approval.
The Panel has not decided whether to conduct proceedings in relation to the application and makes no comment on the merits of the application. It also notes that it has not received submissions from the other parties to the application and it is, therefore, unaware of their views.
The President of the Panel is appointing a sitting Panel to consider the application.
Marian Micalizzi
Acting Director,
Takeovers Panel
Level 47, 80 Collins Street
Melbourne, VIC 3000
Ph: +61 3 9655 3501
