The Panel has accepted an undertaking from BGH Bidders¹ (see annexure) and declined to make a declaration of unacceptable circumstances in response to an application dated 7 April 2022 from CapVest Partners LLP in relation to the affairs of Virtus Health Limited (see TP22/27).

The Panel has declined to conduct proceedings on an application from Mr Gordon Elkington in relation to the affairs of Wollongong Coal Limited (see TP22/26). The application concerned the content of a revised independent expert’s report (Revised IER) required for a compulsory acquisition under Chapter 6A¹ commenced by Wollongong’s major shareholder, Jindal Steel & Power (Mauritius) Limited.

The Panel has made interim orders¹ in response to an application for interim orders dated 7 April 2022 from CapVest Partners LLP in relation to the affairs of Virtus Health Limited.

The interim orders in effect prohibit BGH (without the consent of the sitting Panel) from acquiring on market any Virtus shares above its Bid Price, unless and until it has made an announcement to ASX that informs the market that the Bid Price is to be increased and the amount of that increase.

The Panel has received an application from CapVest Partners LLP (CapVest) in relation to the affairs of Virtus Health Limited (ASX: VRT) (Virtus).

Virtus is the subject of competing control proposals for all the fully paid ordinary shares in Virtus from both BGH Capital Pty Ltd¹ (BGH) and CapVest.²

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

The Panel has received an application from Mr Gordon Elkington (Applicant) in relation to the affairs of Wollongong Coal Limited.

The Panel has made a declaration of unacceptable circumstances (Annexure A) and final orders (Annexure B) in relation to an application dated 28 February 2022 by Hongkong Xinhe International Investment Company Limited (Xinhe) in relation to the affairs of Bullseye Mining Limited (Bullseye) (see TP22/16).

The Panel has received an application from Haydn von Maltitz in relation to the affairs of DRA Global Limited (ASX/JSE: DRA).

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.

The Panel has received an application from Metalicity Ltd in relation to the affairs of Nex Metals Explorations Ltd. Nex Metals is the subject of an off‑market scrip takeover bid from Metalicity.

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.

The Panel has declined to conduct proceedings on an application dated 3 March 2022 from BGH Capital Pty Ltd in its capacity as manager or adviser to each of the constituent entities of the BGH Capital Fund I (BGH) in relation to the affairs of Virtus Health Limited (ASX: VRT) (Virtus).

Virtus is the subject of competing control proposals made by BGH and CapVest Partners LLP (CapVest) (see TP22/17).

The Panel has accepted an undertaking from Emerald Resources NL (ASX:EMR) in relation to the application dated 28 February 2022 by Hongkong Xinhe International Investment Company Limited (see TP22/16).

A copy of the undertaking is attached.

Allan Bulman
Chief Executive, Takeovers Panel
Level 16, 530 Collins Street
Melbourne VIC 3000
Ph: +61 3 9655 3500
takeovers@takeovers.gov.au