Whitehaven Coal Limited – Panel Receives Application

The Panel has received an application from Whitehaven Coal Limited (ASX: WHC) (Whitehaven) in relation to its affairs. The application concerns an alleged failure by Bell Rock Capital Management LLP (Bell Rock) to disclose a derivative interest it holds in Whitehaven.

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.

Southern Cross Media Group Limited – Panel Receives Application

The Panel has received an application from Keybridge Capital Limited (ASX: KBC) in relation to the affairs of Southern Cross Media Group Limited (ASX: SXL) (Southern Cross). Southern Cross is currently subject to a non-binding indicative proposal from a consortium comprising ARN Media Limited (ASX: A1N) (ARN) and Anchorage Capital Partners Pty Limited to acquire 100% of Southern Cross by way of a scheme of arrangement announced on 18 October 2023.

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

The Market Herald Limited

Introduction

  1. The Panel, Kelvin Barry, Kerry Morrow and Karen Phin (sitting President), made a declaration of unacceptable circumstances in relation to the affairs of The Market Herald Limited (TMH). The application concerned an alleged association between two of TMH’s substantial shareholders and issues in relation to two entitlement offers. The Panel considered that the two substantial shareholders were associated with each other and one other person and one of those substantial shareholders was associated with other shareholders.

Bullseye Mining Limited 06 - President Makes Interim Order

The President of the Panel has made an interim order1 in response to an application for interim orders dated 21 August 2023 by Mr Desmond Mullan in relation to the affairs of Bullseye Mining Limited (Bullseye).

In summary, the interim order restrains Emerald Resources NL (Emerald) from processing any acceptances received from certain Bullseye shareholders under Emerald’s current takeover bid for Bullseye.  

Bullseye Mining Limited 06 – Panel Receives Application

The Panel has received an application from Mr Desmond Mullan in relation to the affairs of Bullseye Mining Limited (Bullseye). Bullseye is currently the subject of an off‑market takeover bid by Emerald Resources NL (ASX:EMR) (Emerald).

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

Benjamin Hornigold Limited 12

Introduction

  1. The Panel, Con Boulougouris, Michelle Jablko (sitting President) and John McGlue, declined to conduct proceedings on an application by Dawney in relation to the affairs of BHD. The application concerned certain conduct of the Directors of BHD and their respective related entities, which Dawney submitted constituted an undisclosed association between those parties.

Panel Publishes Revised Guidance Note 7 – Deal Protection and Guidance Note 19 – Insider Participation in Control Transactions

The Takeovers Panel has today published a revised Guidance Note 7 (GN 7) on Deal Protection (previously named Lock‑up Devices) and a revised Guidance Note 19 (GN 19) on Insider Participation in Control Transactions. This is the fifth issue and third issue of the guidance notes, respectively.

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