WBA "Takeover" latest

01 April 2003

Reports yesterday suggested that Chairman Jeremy Peace had accepted Paul Thompson's offer to sell his shareholding of nearly 30%, and that the deal could well be concluded today.

The sale will trigger Rule 9 of the City Code of Practice for Takeovers and Mergers, which states:

"Except with the consent of the Panel, when:?

(a) any person acquires, whether by a series of transactions over a period of time or not, shares which (taken together with shares held or acquired by persons acting in concert with him) carry 30% or more of the voting rights of a company; or

(b) any person who, together with persons acting in concert with him, holds not less than 30% but not more than 50% of the voting rights and such person, or any person acting in concert with him, acquires additional shares which increase his percentage of the voting rights,

such person shall extend offers, on the basis set out in Rules 9.3, 9.4 and 9.5, to the holders of any class of equity share capital whether voting or non-voting and also to the holders of any class of voting non-equity share capital in which such person or persons acting in concert with him hold shares. Offers for different classes of equity share capital must be comparable; the Panel should be consulted in advance in such cases."

For those with a penchant for dry legal documents, the full text of the Code can be found at the Takeover Panel's web site

Interestingly, it seems that the Code of Practice is just that - not exactly legally enforcable, but adopted and followed by the City under their self-regulation. Perhaps this explains Paul Thompson's insistence that Jeremy agrees to be bound by the rule - his statement yesterday that he had decided to sell after looking at the recently published half-year accounts would seem to suggest a lack of confidence in his successor. Whether Thompson will retain a small shareholding in the club, and whether his former Board colleagues will do the same, remains to be seen.

Provided the deal goes through, shareholders should expect to receive an offer from Jeremy for their shares in the near future.

Previous Stories:

  31 March 2003:  Thompson to sell up?

  27 March 2003:  WBA announce half year loss

  24 March 2003:  Superbob Testimonial Buffet

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