TP05/044
The Takeovers Panel has advised that it has received an application today from Glencore International AG and a company controlled by Glencore, Fornax Investments Ltd (together Glencore), in relation to the affairs of Austral Coal Ltd (Austral) and the scrip takeover offer for Austral by Centennial Coal Company Ltd. (Centennial).
Glencore has applied for a declaration of unacceptable circumstances, interim orders and final orders.
Glencore has alleged that the disclosure on 29 April 2005 by Centennial of its intention to close the Munmorah coal mine in NSW constitutes unacceptable circumstances. Glencore has alleged that Centennial had made inadequate, or misleading disclosure concerning the value of the Centennial shares being offered under its bid for Austral and how that value might be affected by the Munmorah mine and the developments announced on 29 April.
Glencore has requested that the Panel make interim orders restraining the further processing of applications under the Centennial takeover, pending the outcome of its application.
Glencore has requested that the Panel make final orders requiring Centennial to:
- issue a supplementary bidder's statement containing full information concerning the Munmorah mine and Centennial's decision; and
- give former Austral shareholders who have accepted the Centennial takeover offers an opportunity to withdraw their acceptances.
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.
Nigel Morris
Director, Takeovers Panel
Level 47, 80 Collins Street
Melbourne, VIC 3000
Ph: +61 3 9655 3501
