On 27 June 2016, Sandon Capital Investments Limited commenced
Takeovers Panel proceedings in relation to an entitlement offer
announced by Warrnambool Cheese & Butter Factory Company
Holdings Limited (WCB). These proceedings by a
minority shareholder in the ASX-listed WCB have raised questions as
to whether unacceptable circumstances exist with regards to an
entitlement issue, notwithstanding compliance with Item 10 of
Section 611 of the Corporations Act.
Background
Saputo Dairy Australia Pty Limited (Saputo)
holds 87.92% of WCB, acquired in early 2014 through a hotly
contested competitive takeover bid process for WCB, which fell
short of achieving the 90% ownership level necessary to enable
Saputo to move to 100% ownership of WCB. Lion-Dairy & Drinks
Pty Ltd's (Lion) shareholding at that time effectively blocked
Saputo moving to 100% ownership of WCB. It now owns 10.22% of WCB
and can continue to block Saputo from moving to 100% ownership of
WCB. That is, unless
