THE board of
Skandia yesterday remained opposed to Old Mutual’s R38bn bid,
championing the rights of minority shareholders who are holding out
against the South African insurer’s offer.
Old Mutual said on Tuesday that its
cash-and-share offer had been accepted by 62,5% of shareholders in the
Swedish savings group, well above the 50% threshold it had set.
Including the results of the mix-and-match facility,
which allowed small, private shareholders to elect for a higher
percentage of cash, the group had 64,28% acceptances.
“Yesterday’s announcement by Old Mutual entails that
Skandia has a large number of shareholders who have not accepted the
offer. It is thus clear that Skandia will continue to be a listed
company,” the Swedish firm said.
It said minority shareholders in the group would retain a number of important rights.
“These rights include the ability to demand equal
treatment and to prevent actions in a manner that gives undue advantage
to Old Mutual or others to the detriment of Skandia or Skandia’s
minority shareholders,” it said. Skandia said, though, that it was
ready to engage with Old Mutual.
It said the offer remained inadequate and urged its
minority shareholders to stand up for their rights if the deal went
ahead.
Old Mutual also extended the final closure of the offer
from last Friday to January 12, when it expected to have received full
regulatory approval to buy Skandia.
While Old Mutual said it hoped Skandia would be
“conciliatory” following the success of its bid, yesterday’s statement
from Skandia indicated that its target was still far from happy.
“The efforts made by Skandia’s board to bring about a
change in the offer have been without result. To date, Old Mutual has
consistently rejected any suggestions of raising or otherwise improving
the offer,” Skandia said.
A London-based analyst, who asked not to be named, said it was unclear what Skandia hoped to achieve with its latest stance.
“Are they saying it’s all over, but we have to protect
remaining minority shareholders or are they trying to get more money
out of Old Mutual?” he said. “I don’t think there is any chance of Old
Mutual upping the offer.”
However, Old Mutual still planned to build its stake in
Skandia until it eventually reached 90% and it was able to buy out
minority shareholders and delist the group, it said on Tuesday.
Skandia said it would discuss future co-operation of the two groups with Old Mutual, following the change in control.
“Naturally, the forms of co-operation must be
characterised by respect for Skandia as an independently listed company
and thus by respect for all of the company’s shareholders,” Skandia
said.
The analyst said it was positive that Skandia had
acknowledged Old Mutual was likely to become the principal owner and
was ready to talk.
“They have offered to work with Old Mutual which is
slightly more conciliatory than they have been until today,” the
analyst said. “At least they haven’t said anything which moves towards
destroying the franchise, which is the most important thing for Old
Mutual.”
On Tuesday, Old Mutual said it was comfortable with the
level of acceptances it had received in the offer and said it had
experience in working with companies in which it did not own 100%.
It owns about 50% of Nedbank and about 78% of Mutual & Federal.
“We understand Old Mutual is familiar with how large
shareholders exercise influence while maintaining respect for the
rights of other shareholders,” Skandia chairman Lennart Jeansson said. |