Warrnambool Cheese and Butter Factory Company Holdings Limited

The Panel, Rod Halstead, Mike Roche and Andrew Sisson (sitting President), although minded to do so, declined to make a declaration of unacceptable circumstances in relation to the affairs of Warrnambool Cheese and Butter Factory Company Holdings Limited (WCB) after accepting undertakings from Saputo and WCB. The application concerned announcements of an intention on the part of WCB to declare special dividends, which was subsequently departed from when it was revoked by WCB and a revised offer by Saputo announced. Also, the initial announcements involved the establishment of a 'conditional' (and effectively retrospective) record date without there being any certainty of the dividends being paid, affecting market integrity. The Panel decided not to make a declaration after accepting undertakings that gave shareholders no less value than under the original proposal.

Celamin Holdings NL 01R

The review Panel, Geoff Brunsdon, David Friedlander and Heather Zampatti (sitting President), declined to conduct proceedings on a review application by Psons Limited in relation to the affairs of Celamin Holdings NL. The review application submitted that there were issues that the initial Panel had not adequately considered. The review Panel considered there was no reasonable prospect that it would come to a different conclusion to the initial Panel and declined to conduct proceedings.

Warrnambool Cheese and Butter Factory Company Holdings Limited - Panel Decision

In response to an application dated 26 November 2013 from Murray Goulburn Co-operative Co. Limited in relation to the affairs of Warrnambool Cheese and Butter Factory Company Holdings Limited (see TP13/63), the Panel was strongly of the view that unacceptable circumstances had occurred in relation to the announcements of 15 November 2013 and 25 November 2013 by both Saputo Dairy Australia Pty Ltd and Warrnambool.

Virgin Australia Holdings Limited

The Panel, James Dickson, Hamish Douglass (sitting President) and Paula Dwyer, declined to make a declaration of unacceptable circumstances in relation to a 5 for 14 entitlement offer announced by Virgin Australia on 14 November 2013. The Panel considered that neither the cap on applications by shareholders for additional shares nor the use of cash settled derivatives as synthetic sub-underwriting arrangements had a material control effect.

Wollongong Coal Limited

The Panel, Karen Evans-Cullen, Ron Malek and Vickki McFadden (sitting President), declined to conduct proceedings on an application by Gujarat NRE India Pty Ltd (Controller Appointed) in relation to the affairs of Wollongong Coal Limited. The application concerned whether, having conducted 4 rights issues recently, a 19:20 rights issue would have a substantial control effect. The Panel considered that there was no reasonable prospect that it would declare the circumstances unacceptable.