The Takeovers Panel said yesterday it had ruled that a $2 per share bid for shares in unlisted Northland company Kerifresh by Englishman Lawrence Fletcher did not comply with the Takeovers Code.
Fletcher has already acquired or agreed to acquire 181,000 shares, and wanted to buy up to
500,000 Kerifresh shares, through an unconditional offer.
The panel previously said it considered Fletcher may be an associate of Hamish McHardy and his son Jonathan, who between them already hold 17.83 per cent of Kerifresh. It also considered Fletcher may be an associate of Alan Thompson who, with his associates, holds more than 20 per cent of Kerifresh.
In October, the panel ruled that Hamish McHardy, Alan Thompson and two others had breached the Takeovers Code.
Kerifresh comes under the Takeovers Code because it has more than $20 million in assets and more than 50 shareholders. Under the Code, if a shareholder or associated shareholders bid for more than 20 per cent of a company, they must make the offer to all shareholders.
When aggregated with the McHardys' holdings and those of Alan Thompson, the combined holdings would be in excess of 40 per cent.
The panel has also decided that the purchase of 597,316 Kerifresh shares made in May 2002 by the trustees of the Murrayfield Trust, owned by the McHardys, contravened the Code because of the relationship between Hamish McHardy and Alan Thompson.
Jonathan and Hamish McHardy were also ruled as contravening the Code by being a party to Fletcher's share bid.
The panel said it will publish a statement of reasons for its decisions as soon as possible.
- NZPA
