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Burns Philp has had to extend its hostile $2.2 billion takeover bid for
Goodman Fielder to accommodate yet more legal jousting.
The closing date of the $1.85-a-share bid has been put back by two weeks to
February 18. In the meantime, the companies are preparing to front the Takeovers
Panel once again, with Burns Philp the aggrieved party on this occasion.
The Takeovers Panel revealed yesterday that Burns Philp had a host of
complaints stemming from Goodman Fielder's formal response last Friday to its
takeover offer.
Burns Philp is concerned it might not have had the same access to
information about Goodman Fielder as any rival bidders.
Burns Philp again pushed for Goodman Fielder to adhere to one of the key
conditions of the bid that requires directors to restate past and forecast
earnings.
Added to that are concerns about assumptions, forecasts and projections used
by Goodman Fielder directors to arrive at their recommendation that
shareholders reject the offer.
Burns is also peeved at advertisements by Goodman Fielder which suggest the
bid doesn't fully value the company.
In a statement yesterday the Takeovers Panel, headed by Nigel Morris, said it
had not yet sought the views of Goodman Fielder and had not formed an opinion
on the application.
Goodman Fielder's target statement has drawn criticism from investors. One
analyst, upset at the lack of an independent valuation for Goodman Fielder
shares and details on assumptions used in the statement, described it as
``extremely disappointing".
There was scepticism, too, at the prospect for a rival bidder to emerge,
despite the claim by Goodman Fielder that it was in talks with other parties.
``While Goodman Fielder directors have advised rejecting the offer, we
believe investors should accept," said the Deutsche Bank food team in a recent
note sent to clients. It values the company in line with the bid price of $1.85
a share.
ABN Amro suggested that Goodman Fielder's target statement ``contained
limited compelling reasons for the company staying independent".
Burns Philp shares were steady at 51c; Goodman Fielder was 2c higher at
$1.76.
Burns Philp has received approval by the Foreign Investment Review Board to
increase its stake to 19.9 per cent.
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