E-Malt.com News article: Australia: Federal Court of Australia delays decision on Lion Nathan and Coopers

The Federal Court of Australia announced it has delayed until next week its decision on whether or not a meeting of shareholders of Coopers Brewery can take place to consider the removal of brewer Lion Nathan Ltd's pre-emptive rights to buy Coopers shares, Asia Pulse communicated on October 7.

Lion Nathan and Coopers are locked in legal wrangling arising from Lion Nathan's hostile A$352 million (US$267.91 million) takeover bid for Coopers at A$260 per share. ADVERTISEMENT

The Federal Court's Justice Alan Goldberg is now expected to hand down his decision on Tuesday next week. He had been expected to hand down his decision in Melbourne this afternoon.

Lion Nathan is seeking an injunction from the Federal Court to stop a Coopers shareholders meeting on October 20 from considering a resolution to remove Lion Nathan's pre-emptive rights.

Under the Coopers constitution, shares up for sale must first be offered to another Coopers shareholder, secondly to AMP or any other Coopers employee superannuation fund, and thirdly to Lion Nathan.

Lion Nathan has said that if Coopers shareholders vote in favour of the resolution they will effectively put an end to its takeover offer of A$260 per share. Lion Nathan has argued that Coopers shareholders do not have sufficient financial information on which to make an informed decision on the resolution.

Last month, the Supreme Court of South Australia ruled in favour of Coopers' bid to remove a clause from its constitution that gives Lion Nathan the pre-emptive rights to buy Cooper's shares. Justice John Perry found that when Japanese brewer Kirin bought a 46 per cent stake in Lion Nathan almost 10 years ago, Lion Nathan's business structure had changed.

But Coopers shareholders must vote 75 per cent in favour of removal of Lion Nathan's pre-emptive rights at an extraordinary general meeting scheduled for October 20 if the rights are to be removed.

Lion Nathan is appealing the Supreme Court decision. The appeal before the Full Court of the SA Supreme Court is scheduled to start on Monday of next week. Lion Nathan has said that it will also release its bidder's statement on Monday.

Coopers granted pre-emptive rights to Lion Nathan in 1995 after Lion Nathan agreed to sell a 19.9 per cent stake in Coopers in exchange for the rights.


07 October, 2005