Alesco Corporation Limited 03

The Panel, Geoff Brunsdon, Sarah Dulhunty, and Vickki McFadden (sitting President), declined to conduct proceedings on an application by Alesco Corporation in relation to its affairs. The application concerned an announcement on 28 August 2012 by DuluxGroup that Alesco submitted was misleading because it inaccurately represented negotiations between the parties about a proposal which the Alesco board would recommend and was likely to undermine the prospect of obtaining regulatory support for an agreed solution that would maximise shareholder value. The Panel considered that there was no reasonable prospect that it would declare the circumstances unacceptable.

Altius Mining Limited - Panel Declines to Make Declaration

The Panel, upon further disclosure and changes to the rights issue being made, has declined to make a declaration of unacceptable circumstances in response to an application dated 14 August 2012 from Alexander King. The application concerned a 1-for-1 fully underwritten pro-rata non-renounceable rights issue to raise approximately $5.19 million, announced by Altius on 2 August 2012 (see TP12/56).

Alesco Corporation Limited 03 - Panel Receives Application

The Panel has received an application from Alesco Corporation Limited in relation to its affairs.  Alesco is currently the subject of takeover bid by DuluxGroup Limited.1

Details of the application, as submitted by the applicant, are below.

A sitting Panel has not been appointed at this stage and no decision has been made whether to conduct proceedings. The Panel makes no comment on the merits of the application.

Minemakers Limited 02R - Panel Declines to Make Declaration

The Panel has declined to make a declaration of unacceptable circumstances in response to an application dated 14 August 2012 from UCL Resources Limited seeking a review of the initial Panel's decision in Minemakers 02 (TP12/54). Minemakers is currently the subject of an off-market takeover bid from UCL, announced on 18 May 2012.

UCL submitted that (among other things) reports provided by BDO Corporate Finance (WA) Pty Ltd and Optiro Pty Ltd and included in Minemakers target statement:

The President's Club Limited

The Panel, Ewen Crouch (sitting President), Ron Malek and Julie McPherson, made a declaration of unacceptable circumstances in relation to the affairs of The President's Club Limited. The application concerned two acquisitions of shares (and associated villa interests) in a time share scheme. The first acquisition contravened section 606. The second acquisition purported to rely on item 9 of section 611. The Panel declared the circumstances unacceptable and ordered a voting, acquisition and disposal freeze on all the acquired shares. The Panel also ordered that the freeze would be lifted if an unconditional bid was made that obtained more than half the outstanding shares.

Alesco Corporation Limited 01 & 02

The Panel, Geoff Brunsdon, Stephen Creese (sitting President) and Sarah Dulhunty, declined to make a declaration of unacceptable circumstances on applications by Alesco Corporation and DuluxGroup respectively, in relation to the affairs of Alesco. The application by Alesco (01) concerned whether an announcement by DuluxGroup of its Revised Offer was misleading because it overstated the dividends that Alesco could pay, the value of franking credits and added the franking credits to the total value of consideration. The application by DuluxGroup (02) concerned whether a letter and media statements from Alesco referring to DuluxGroup’s cash component of the consideration were misleading. The Panel decided not to make a declaration after accepting further disclosure by way of supplementary bidder's statement and supplementary target's statement respectively.

Alesco Corporation Limited 01 & 02 - Panel Publishes Reasons

The Panel today published the reasons for its decision on an application dated 24 July 2012 from Alesco Corporation Limited (see TP12/45) and an application dated 1 August 2012 from DuluxGroup (Nominees) Pty Ltd and DuluxGroup Limited (see TP12/50).

Details of the Panel's decision can be found at TP12/57.

The Panel's reasons for its decisions are on the Panel's website.

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