Australia: Coopers EGM decision is disappointing but expected, Lion Nathan said

Chief Executive of Lion Nathan Limited (Lion Nathan) Rob Murray said on December 14 that the outcome of a Coopers Brewery Limited (Coopers) EGM vote to remove Lion Nathan’s rights to purchase shares in Coopers was “disappointing, not just for Lion Nathan, but also for those shareholders who wish to achieve a fair market value for their shares, now and in the future”.

Mr Murray said: “It is extraordinary in this day and age that a constitution of a public company can be used to restrain a significant minority of shareholders from selling their shares at the best available price.

“We are not surprised by the outcome of today’s vote. Shareholders in Coopers have put a great deal of trust in the advice of a Board that does not appear to have considered our Offer on its merits and advised shareholders accordingly.

“That the Coopers Board failed to address the lack of a recommendation from an independent director and ignored the valuation of the Independent Expert it chose to appoint tells its own story.

“Let’s not forget that we have said throughout this process that we would be happy with a minority stake that would protect our original position.

“We launched the bid as a result of the actions of the Coopers Board in attempting to remove the rights to buy shares in Coopers that they chose to grant Lion Nathan more than 10 years ago. We have a duty to our shareholders to continue to defend those rights. Our Offer will remain open and in the event that our rights are reinstated we will put our case to shareholders again.

“That 8.5 per cent of the company that would have voted to retain our rights could not vote was significant and disappointing,” added Mr Murray.

Lion Nathan said that it suspected that there would be those in the Prince Alfred College community that would question whether the decision of school management to vote in favour of the motion today and thereby reduce the liquidity of the school’s significant holding is consistent with their obligation to act in the best interests of the school.

Mr Murray said that regardless of the ultimate outcome of the Offer for shares in Coopers, it was business as usual for Lion Nathan in South Australia.

“Despite misleading statements by the Coopers camp recently, we are still by far the largest brewer in South Australia. West End is South Australia’s favourite beer and is significantly more popular than Coopers Pale Ale. We employ more South Australians than Coopers and we have more than $360 million invested in the state. We remain the largest beer company investor in the sporting, social and charitable fabric of South Australia.

“Outside South Australia, our Offer for Coopers is only one of a range of growth options for our business in premium beer and we look forward to the continued growth and success of our premium beer portfolio with or without the Coopers brands”.

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