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Old 6th Sep 2010, 23:19
  #7 (permalink)  
Sunfish
 
Join Date: Aug 2004
Location: moon
Posts: 3,564
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Gentlemen, I'd like to tell you about the "Poison Pill" defence against corporate takeover, just in case you never heard of it before.....

The poison pill defence is used when management really likes the idea of staying in control of the target company, no matter what the shareholders want. To put it another way; "Damn maximising shareholder value, I want to keep my management job / Board seat!".

The "poison pill" is designed to kill the company (or make it valueless) should the current management not be running the show.

The first one I saw (which I don't think was ever made public) involved a businessman by the name of George Herscu. He made a takeover bid for an appliance company by the name of Email Limited. Now Email built refrigerators and other appliances under the American Brand name "Frigidaire" and one or Two others, and was the market leader in Australia in Fridges, dishwashers, washing machines and dryers. The company was a watchword in penny pinching, lack of investment, bullying employees, outdated technology etc. etc. that was why it was a takeover target. George wanted to get in there, clean house of inefficient management, etc. etc.

However unfortunately for George he hadn't quite been thorough enough in his research before he made his on market bid.

So Georgie boy makes his bid, and a week later, through various channels I won't go into, Georgie was apprised of a very serious problem: Email Limited had no licence agreement with the owners of the Frigidaire Brand, or with any others of the owners of the brands it used.... Just a "Gentlemans agreement" between them and Email Limited management.

Since the Value in the company was the brands, this was very bad news. If Georgie wanted to remove them, they would go elewhere, taking their "Gentlemans agreement" with them. All Email owned were a few extremely outdated and primitive factories. Georgie was very lucky that he had pitched his offer a teensy bit low and the bid thankfully expired in due course. If Georges bid had succeeded he would have been left with a rotting carcass.

Now we come to Qantas. What is it worth? Well, it has the brand recognition. BA would get that. It also has Forty years of experience lobbying the Federal Government. Is BA going to get that? Not unless QF management thinks they should have it in my opinion. Can you say "Open Skies Agreement?"

..And without QF's lobbying capability, what's it worth? Peanuts.
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