M&R wants tri­bunal to stop full Aton vote

Ur­gent in­ter­dict launched

The Mercury - - COMPANIES - Sandile Mchunu

THE COM­PE­TI­TION Tri­bunal is sched­uled to hear the ur­gent in­ter­dict launched by Mur­ray and Roberts (M&R) to pre­vent the Ger­man fam­ily-owned hold­ing in­vest­ment com­pany Aton from ex­er­cis­ing all of its vot­ing rights in the share­hold­ers meet­ing sched­uled to take place next Tues­day.

The tri­bunal said yes­ter­day that M&R wanted it to stop Aton Gmbh and Aton Aus­tria Hold­ings Gmbh from ex­er­cis­ing their vot­ing rights at­tached to any shares ac­quired after the close of busi­ness in March and pend­ing fi­nal ap­proval of the pro­posed ac­qui­si­tion.

M&R board chair­per­son Suresh Kana launched an in­ter­dict last week, ar­gu­ing that if Aton was al­lowed to vote its 44 per­cent stake, it would be able to de­ter­mine the out­come of the meet­ing.

He said this would put Aton in a po­si­tion to gain ma­jor­ity votes in their favour dur­ing the M&R share­holder meet­ing.

Kana ar­gued that if it was al­lowed to vote, it would in­crease Aton’s stake be­yond 44 per­cent and would al­low it to take to­tal con­trol of the com­pany.

Aton has steadily built its stake to 44 per­cent in M&R and has launched a bid to take over con­trol by of­fer­ing R17 for M&R shares.

Last week M&R asked the tri­bunal to in­ter­dict Aton from vot­ing all its shares in the meet­ing.

In the past, Aton owned only 29.9 per­cent of the M&R stock.

M&R ar­gued that Aton should be en­ti­tled to vote only the 29.9 per­cent of M&R shares it held on March 22, which was when it launched its of­fer to M&R share­hold­ers.

Aton re­placed its vol­un­tary of­fer of R15 a share with a manda­tory of­fer of R17 a share early last week.

M&R had ad­vised its share­hold­ers not to ac­cept the Aton of­fer be­fore the share­holder meet­ing.

The meet­ing with share­hold­ers will also de­ter­mine if M&R’s share­hold­ers will sup­port M&R’s board in ac­quir­ing the strug­gling Aveng for R1 bil­lion.

Aton crit­i­cised M&R and said the “ac­qui­si­tion of trou­bled Aveng would be value-de­struc­tive to M&R”.

It said there was no clear strate­gic ben­e­fit for M&R and its in­ten­tion was to frus­trate the Aton of­fer as Aveng had re­ported R6.7bn loss for the year to end 2017.

“Through the Aveng trans­ac­tion, M&R will once again be ex­posed to the high risk gen­eral con­struc­tion, steel and man­u­fac­tur­ing sec­tors,” Aton said.

The group said M&R had re­cently com­pleted the dis­posal of its South African gen­eral con­struc­tion and man­u­fac­tur­ing busi­ness, and Aton was sur­prised by this re­cent re­ver­sal of strat­egy by M&R.

M&R shares de­clined 0.57 per­cent on the JSE yes­ter­day to close at R17.50.

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