The Panel has become aware of an article in the Australian Financial Review “Panel forms for Nitro Software case, submissions fly” dated 16 January 2023, that discloses confidential information. The Panel is concerned that there has been a contravention of Rules 18 and 19 of the Takeovers Panel Procedural Rules 2020.1
The Panel has received an application from Rocket BidCo Pty Ltd (Alludo) in relation to the affairs of Nitro Software Limited (Nitro). Nitro is the subject of competing control proposals made by Alludo1 and Technology Growth Capital LLC, a special purpose vehicle managed by Potentia Capital Management Pty Ltd (Potentia).
Details of the application, as submitted by the applicant, are below.
The Panel has received an application from Technology Growth Capital LLC, a special purpose vehicle managed by Potentia Capital Management Pty Ltd (Potentia), in relation to the affairs of Nitro Software Limited (ASX: NTO) (Nitro). Nitro is the subject of competing control proposals made by Potentia and Cascade Parent Limited1 (Alludo).
Details of the application, as submitted by the applicant, are below.
The review Panel has affirmed the decision of the initial Panel not to make a declaration of unacceptable circumstances in Lincoln Minerals Limited 02 & 03 (see TP22/62).
The Panel today released a Consultation Paper seeking public comment in relation to proposed revisions to Guidance Note 7 on Lock‑up devices (proposed to be renamed to “Deal protection”).
The proposed revisions seek to (among other things) clarify the Guidance Note’s application to deal protection devices entered into in respect of non‑binding proposals, including to provide guidance on the Panel’s approach to ‘hard’ exclusivity arrangements.
The Panel today released a Consultation Paper seeking public comment in relation to proposed revisions to Guidance Note 19 on Insider Participation in Control Transactions.
The proposed revisions seek to (among other things) clarify the scope and policy bases of the Guidance Note with references to recent Panel decisions.
The Panel seeks comments from interested persons on the draft Guidance Note by Tuesday, 28 February 2023. Comments should be emailed to takeovers@takeovers.gov.au.
The Takeovers Panel has today launched its redesigned website. It is now live and located at the same address: www.takeovers.gov.au.
The completely redesigned user interface and layout improves the readability of the site. It is now easier to navigate and find material and resources including through direct links to related content and a newly added search feature. The new site has also been optimised for use on mobile devices.
The Panel has received an application from Quantum Graphite Limited seeking a review of the Panel’s decision in Lincoln Minerals Limited 02 & 03 (see TP22/62).
A review 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.