APA Bid fails to get 50% (Merged)

[lick my thong]

SMH.COM.AU reports.. "The proposed $11.1 billion private equity buyout for the national carrier, Qantas, has failed". Hopefully the Board will be appropriately amended as a result.

[Taildragger67]

Just seeing a headline - Dow Jones news - APA fails to receive 50% acceptances for Qantas bid

[Bluebottle]

They only got 46%......hahahahhahahahhahahahaa...:E

[Slezy9]

Good news I say. Glad its staying a public company. I will be interested to see the boards reaction to this, espcially Jackson's response.

[gaunty]

As my fave SMH journo is wont to observe, the Oz public aint stoopid.:D

[Shlonghaul]

As reported in the Sydney Morning Herald ---

$11.1 billion Qantas grab fails
Scott Rochfort
May 4, 2007 - 9:08PM

The proposed $11.1 billion private equity buyout for Qantas has failed.
The Airline Partners Australia (APA) consortium confirmed tonight they had only secured 46 per cent of the national carrier after a deadline for the takeover offer expired at 7pm.

The consortium needed 50 per cent of the airline for the offer of $5.45 per Qantas share to be extended another two weeks.

APA set a target of gaining acceptances of 70 per cent, after lowering its original target of 90 per cent.

Shareholder acceptances for the bid for Qantas had risen seven per cent, according to a notice lodged with the Australian Stock Exchange yesterday.

At the time, APA said it had total acceptances for 32.96 per cent of the airlines's shares, up from 25.94 per cent, as of Wednesday.

Its voting power over Qantas shares had risen to 27.78 per cent, from 17.63 per cent.

Shares held under an institutional acceptance facility - where institutions have the right to withdraw their acceptance - had fallen to 5.19 per cent from 8.31 per cent as of Wednesday.

APA was counting on a last-minute rush of acceptances from hedge funds to get the deal over the line.

- with AAP

[lowerlobe]

Fantastic news for most of us ......Bad news for a few here that wanted the deal to go through.

Darth and princess Leia will have a few questions to answer....

[YesTAM]

Hope we did our little bit.

[captainrats]

One set of bastards seen off......now for the board and management

[speeeedy]

The bid has failed.

Off you go marg, and take your CEO with you!

[Taildragger67]

YesTAM,

Or didn't, as the case may be!!

Captainrats,

Aren't they the same mob?!


So... one can be forgiven for wondering how the Board, which unanimously backed APA, can continue having supported a failed bid.

Wonder if any of the Macquarie Bankers will be kicked into touch.

Oh this is going to be fun to watch.

:ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok: :ok:

[YesTAM]

Alumni meetings are going to be a treat. Never did like the way St. Marg was held up as a saint by the Director of the school at the same time as he was labelling me as a mug for being human.:(

Maybe....just maybe....Mr.Borghetti's very human and thoughtful announcement regarding the Cairns AO staff is a promise of things to come.....as in: " "the most important asset of our business is our staff".....mind you I'm not holding my breath.

[Spitty42]

Taking bets on how long it takes APA to come back with a $6.50 + bid. My money's on before Christmas....

[Going Boeing]

Great news but I believe that they will make another try in a couple of months time. Dixon has squirelled away too much money for those greedy bankers to resist. :D :D :D :D :D :D :D :D :D

[Taildragger67]

Anyone know if there was a break/failure fee in all this?

I would imagine that there might be a few angry shareholders out there. Someone with sufficient shares, needs to call an EGM demanding a few heads roll.

[Going Boeing]

Apart from Mac Banks $300million plus in fees, I wonder if any of the senior execs had started to spend their promised blood money - his & hers Lamborghinis, a Sunseeker mega yacht etc. They must be feeling shattered.

[woftam]

Bugger !!!!!!

:ok:

[Bluebottle]

As I understand it they can't make another bid for at least 4 months after a failed bid; a lot can change in that time.

[mach2male]

Anyone have Dixon/Jackson`s phone number.?...I would like to shout them a beer.....their arrogance, deceipt and downright stupidity led to this deal not getting up.
Thanks Mrs.Dixon........ for making your son Geoffrey such a buffoon

[stiffwing]

Less than 50% after 4 months.. how embarrassing, considering the clout that the hedge funds hold (or is it held).suppose geoff will go back to being an industrial thug when Mr Howard loses in September.. and I wonder if Maggie will get another shot at GG?. They could hardly stay on considering their vociferous support of the bid that was so poorly taken up. Could they........?

[maggotdriver]

Oh, My heart bleeds! There really is something rotten in the state of Denmark (sorry Mary). Now you 'managers' are going to have to do what you were paid to do before the bri.. . That is, if the shareholders and / or ASIC aren't after YOUR buts!
P.S. I'm not going to change my REVISED fuel ordering policy now I've seen the scant disregard these porcine people (oxymoron I know) have for the diligence required in weighing up safety versus profit. My old chief pilot always taught me to err on the side of the passenger...er customer!:eek: :ok:

[stubby jumbo]

Happy days indeed.

Now all we need is for the Board ( aka Teletubbies) to resign on Monday and Dixon to be punted back to pulling beers and writing crap jingles to his bunker @ Wagga.

Makes all the hugs with the Dame look utter ridiculous now.

I just love how karma works.


Whoooooo Hoooooooooo.

Time for a Vic:D :D :D :} :} :}

[domo]

Great news i wonder how much money apa spent on this attempt
i think they will be back
i wonder will the board back them again
bloody noses all around hurray

[regitaekilthgiwt]

Whooooooooooooooooooo Hooooooooooooooooo

Thats the SPIRIT!!!

[WarmNuts]

poor arrogant mac bank investments bankers i wonder if they are still entitled their seven figure bonus :}

[ANstar]

http://www.smh.com.au/news/business/111-billion-qantas-grab-fails/2007/05/04/1177788399360.html

"Qantas chief executive Geoff Dixon has declined to offer his resignation, saying it was up to the board. As for his fellow executives Mr Dixon told smh.com.au: "The management team are all individuals. They can make make any decision on where they could go.''
Emergency meeting
The Qantas board will hold an emergency meeting tomorrow. Qantas chairwoman Margaret Jackson is expected to come under intense pressure to quit, given her strong endorsement of the private equity bid.
Shareholders such as Balance Equity Management and UBS Global Asset Management which rejected the offer, believed Ms Jackson and her board caved in too easily to the APA a share offer."

I reckon Maggie will go next week and Darth will hang on till the end of the year when Joyce takes over.

[contrails03]

All I can say is:

http://www.thebeststuffintheworld.com/images/images_of_stuff/210x600/nelson-muntz-12989.jpg?1173625661

[podbreak]

Finally we can get on with life, past 5 months have been painful. I guess the majority of the QF owners are 'crazy' (or was it foolish? can't remember what was said!)...

:)

[Taildragger67]

Part 2G.2, Division 2, Corporations Act 2001 - who may call a meeting of members (http://www.comlaw.gov.au/ComLaw/Legislation/ActCompilation1.nsf/previewlodgmentattachments/97A7E43BB028D3A5CA2572C200321B47/$file/Corps2001Vol01_1282_WD02.htm#param401)

Would seem to this mug that, if 100 shareholders can band together (irrespective of the size of their holdings), they can demand the directors to call a general meeting of a company...

[stubby jumbo]

I nominate Mickey Mouse for CEO ( at least he has a sense of humour)

OR bring back Captain Ritchie ( is he still with us ?)

as for the board.....mmmmmmmmmmm.l???

Ah stuff it..... lets get rid of the entire Board.

They do "jack"......apart from keeping the Bollinger company in business.;)

[rafterman]

Apparently there will be an " emergency " board meeting in the morning, Saturday local Sydney time to discuss the outcome
Wouldn't you love to be a fly on the wall for that one :)



http://www.bloomberg.com/apps/news?pid=20601080&sid=a1hhGErp2T4k&refer=asia

[excellr8]

It's time to go.................darth, Jack etc.

get someone in thats going to focus on the business not on self interest issues. Qantas is going to make a fortune this financial year and hopefully with so many fingers in senior management and the board being burnt by this they can appreciate that people are not as stupid as they think. Hopefully the dribble that is spoken by these guys ceases and they start being honest with investors and employee's........I wish.

[Taildragger67]

Well, the market's perception of the outlook for Qantas as a credit (ie. its credit-worthiness) has changed now that the prospect has reduced of $4bn being ripped out and the company saddled with oodles of debt... CDS spreads have apparently tightened in 110bp (ie. the amount over risk-free debt that a giver of protection over Qantas credit would demand to take on that risk as dramatically reduced).

[cart_elevator]

It may be wishful thinking, but maybe this is a sign that not only the 'mum & dad' investors, but also some of the Australian corporate investors are sick of Australian Institutions being 'managed', and then onsold by greedy corporate management, such as Dixon and Jackson.

They seemingly sold out the investors for personal gain, and there should be a formal investigation into their glowing support for a takeover, that was obviously (as the market has plainly said) NOT in the shareholders' best interest.

[Taildragger67]

Without wanting to rain on anyone's parade,

This is but round 1. It'd be naive to think that there is not a Plan C (given that Plan B was to lower the threshold to 70%), Plan D and so on. We should, therefore, be wary of gloating and letting the guard down just yet. The battle is won; the war may not yet be.

[Motorola]

QF must be bought out before Labour wins, otherwise conditions on the sale will be too onerous.

[LOA169]

So what does it mean now that QF is almost certainly more than 49% foregin owned...

Who gets forced to sell?

[YesTAM]

Maybe I'm being Pollyanna-ish, but perhaps its time for QF to clean out its Board and management and start turning it into a company Australians can be proud of instead of a national embarassment?

[YesTAM]

...and surprise, surprise! The APA consortium wants to keep their bid alive according to the ABC this morning!!!!!!!!!!!!!

It appears that every person on the planet thinks that Qantas is worth more than the bid.........except the Directors and Managers of the Company whose job it is to maximise it's value, and whose services the APA consortium wish to retain for some reason I simply cannot fathom.

Now I am a bear of very little brain and I cannot understand a number of fings......

1. Qantas has been crying poor for at least four years now, the managers and Board justifying their abysmal treatment of staff and their cost cutting on the basis of Qantas status as a "legacy" carrier. The mainline being a bit like an old horse that needs to be put down.

2. During this same time, Qantas has been making annual billion dollar profits and apparently investing in new equipment that has yet to arrive.

3. A suitor materialises (APA) from nowhere and offers to buy the company for 11 billion, and take it private, announcing as it does so that the first thing it is going to do is rip 5 billion out of Qantas and recapitalise it. Exactly who conjured APA into existence is a moot point.

4. One notes in passing that if Qantas is a private company, the majority of its dealings, are.......private.

5. The Board of Qantas enthusiastically recommends the deal, to the point of kissing and hugging each other.

6. One notes in passing that APA wishes to retain the services of the entire Board and management if it succeeds in its bid.

Questions: Why would APA wish to buy a failed legacy airline?

Why would APA wish to retain a Board and Management that tells the general population and its current shareholders that Qantas is a failed legacy airline and behaves accordingly?

There is a major disconnect here that I don't understand.

Obviously APA believes that Qantas is worth more than they are offering, otherwise common sense dictates they wouldn't be trying to buy it.

Yet they wish to retain the services of the Board and Management that have apparently been unable ( since they couldn't possibly be unwilling, since that would be a breach of their duties wouldn't it?) to unlock the value that APA apparently sees in the company for the benefit of existing shareholders. Why is this????????????????? There is a logical disconnect here aI don't understand, everybody, except the Board thinks Qantas is a good business. What is wrong here?????? Why would one want a Board that thinks that things are bad and getting worse. when profits and the existence of bidders indicate otherwise????

[speedbirdhouse]

ABC radio 702 reported at 7am that APA have secured the approval of a "large investor" that takes their holdings to 58 %............??????:confused:

[Annulus Filler]

What the Board must realise is that their biggest advertisement for selling the company comes from the people within, the Employees. Not the millions of dollars spent on literature to bully you in to selling. Many Employees I have spoken to were not in favour of the deal. Once you get them onside the results will speak for themselves. A lesson that must be learnt.

Well Done Australia

People Power

[DirectAnywhere]

Don't break out the champagne just yet..

http://www.abc.net.au/news/newsitems/200705/s1915046.htm

Apparently an acceptance came through after 7pm raising the holding to 58%.

I am getting so sick and tired of all this uncertainty. Six months this has been going now.

[lowerlobe]

Macquarie Bank Group Tops 50% Backing for Qantas Bid (Update1)
By Joyce Moullakis and Mary Schlangenstein
May 5 (Bloomberg) -- Macquarie Bank Ltd. and its buyout partners said they won majority support from Qantas Airways Ltd. investors and would ask regulators to let their A$11.1 billion ($9.1 billion) bid for Australia's biggest airline continue.
Airline Partners Australia said in a statement that a large shareholder's acceptance of its offer late yesterday pushed it past the 50 percent mark. Earlier in the day, the group said its bid for Qantas had fallen short.
The bidders, including TPG Inc. and Onex Corp., may get an automatic 14-day extension under Australian takeover law to secure the 70 percent of Qantas needed for the A$5.45 a share cash bid to succeed. If the bid fails, all stock tendered will be returned to investors.
Qantas spokesman Simon Rushton said earlier that the airline's board would meet today ``to discuss the situation.'' He declined further comment.
The takeover bid has been accepted by 58 percent of all Qantas shareholders holding 50.6 percent of the airline's shares, Airline Partners said in the statement.
To contact the reporters on this story: Joyce Moullakis in Sydney at [email protected] ; Mary Schlangenstein in Dallas at [email protected]...........

WTF..........THs was from Bloomberg just a few minutes ago.

These ba#$!@%# have had months to talk people into this and now after the deadline they try this stunt.If they can get this through we will all know that the whole thing is a sham....

[Going Boeing]

Hopefully the ASX will say, "A deadline is a DEADLINE". If that foreign institution couldn't get their act together and work out the time zone difference then their shares don't count.

[speedbirdhouse]

Obviously not when you are dealing with the "Bilal Skafs" of the corporate world.

Carnts.

[woftam]

A deadline is a deadline!!!!!!!!!!!!!!!!!!!!
What a JOKE. :mad:

[priapism]

I just heard it was 50.6 %.

[OBNO]

These guys are desperate. How many extensions has it been now? So they now want to be granted another 2 weeks, because they scrape in by 0.6% hours after the final deadline (and after they admitted defeat.) If approved by the Takeover Panel still a long way to go to get to 70%.:ugh:

[fantasyland]

The Takeovers Panel just has to ask APA one simple question:

Did you have 50% or more by 7pm last night?

Yes = 2 week extension

No = the bid is failed, return the shares (and probably start afresh)

end of story

[cobber_digger_buddy]

I eagerly await (with some relish), the blame game and dagger throwing that will ensue next week, now you will see what macbank are really made of.

and that is not intended as a compliment.

[rudderless1]

They had their grease little mitts on $4 500 000 000, why be honest and fair now when everybody knows you are a crook and nothing going to be done about it.

This is Little Johnny and Big Business to a tee:mad: :suspect: :suspect:

Who keeps voting these sleeze buckets in? Oh hang on they will give me a tax cut.:ugh:

[woftam]

Exactly fanasyland!
Otherwise this whole thing STINKS even more. :suspect:

[Pass-A-Frozo]

The other thing that may happen is they will come back a few months from now with a higher offer that simply places a higher debt burden on QF.

[fantasyland]

These are the people currently on the Takeovers Panel, as taken from
http://www.takeovers.gov.au I imagine APA are talking to them right now.
I trust that the current President of the Panel will appoint another member to sit in his place, along with all the other members that represent companies involved in this case.

As I said before, they just need to ask one simple question.

Panel Members

Panel members are appointed by the Governor General, on the nomination of the Minister, under s172 of the ASIC Act. There is a minimum of five members. The members are currently all part time members. They are nominated by the Minister on the basis of their knowledge or experience in one or more of the following fields:

business;
the administration of companies;
the financial markets;
law;
economics;
accounting.The state Ministers may give the Federal Minister submissions on nominations to the Panel. The Panel is intended to have an appropriate mix of professions, business expertise, geographical and gender representation.
The Governor-General may also appoint one member to be the President of the Panel under s173 of the ASIC Act (the "substantive President"). Various provisions in the Act and the ASIC Act make references to the President and his or her functions. When members of the Panel sit to consider proceedings (a "sitting Panel"), the substantive President may be the President of that Panel, or he or she may appoint another member to be the "sitting President" of that Panel.
Current Members

The following are currently members of the Panel.
Mr Simon McKeon, (President)Macquarie Bank Limited Melbourne
Ms Robyn AhernCompany Director Perth
Mr Martin AlciaturiMacquarie Bank Limited Perth
Ms Elizabeth Alexander AMAdvisor, Blake Dawson Waldron Melbourne
Mr Guy AlexanderAllens Arthur Robinson Sydney
Mr Michael AshforthGresham Partners Perth
Mr Tom Bathurst QCSydney Bar Sydney
Mr Garry BessonGilbert & Tobin Sydney
Mr Graham BradleyCompany Director Sydney
Ms Catherine BrennerABN AMRO Sydney
Mr Geoff BrunsdonMerrill Lynch Sydney
Mr Stephen CreeseRio Tinto Melbourne
Mr Hamish DouglassMagellan Financial Group Sydney
Ms Susan DoyleCompany Director Sydney
Ms Kathleen FarrellFreehills Sydney
Mr John FastBHP Billiton Melbourne
Ms Teresa HandicottCorrs Chambers Westgarth Brisbane
Mr Brett HeadingMcCullough Robertson Brisbane
Ms Meredith HellicarCompany Director Sydney
Mr Robert JohansonGrant Samuel Melbourne
Mr Braddon JolleyFreehills Sydney
Mr David JonesNew Zealand Takeovers Panel New Zealand
Mr John KeevesJohnson Winter & Slattery Adelaide
Mr Byron KosterBlake Dawson Waldron Sydney
Ms Alison LansleyMallesons Stephen Jaques Melbourne
Ms Irene LeeCompany Director Sydney
Mr Rodd LevyFreehills Melbourne
Mr Alastair LucasGoldman Sach JB Were Melbourne
Mr Andrew LumsdenCorrs Chambers Westgarth Sydney
Mr Kevin McCann AMConsultant Sydney
Ms Alice McClearyConsultant Adelaide
Ms Marie McDonaldBlake Dawson Waldron Melbourne
Mr Peter Mason AMUBS Investment Bank Sydney
Ms Marian MicalizziCompany Director Brisbane
Mr Simon MordantCaliburn Partnership Pty Ltd Sydney
Mr Norman O’Bryan SCBarrister Melbourne
Mr John O'SullivanCommonwealth Bank of Australia Sydney
Mr Mark PaganinClayton Utz Perth
Mr Chris PhotakisPitt Capital Partners Limited Sydney
Prof Ian RamsayThe University of Melbourne Melbourne
Mr Peter ScottUBS AG Melbourne
Ms Jennifer SeabrookGresham Partners Perth
Mr Robert SultanDeacons Melbourne
Mr Anthony SweetmanUBS AG Sydney
Mr Simon WithersPrivate Investor Perth
Mrs Nerolie WithnallCompany Director Brisbane
Ms Karen WoodBHP Billiton Melbourne
Ms Heather ZampattiBell Potter Securities Limited Perth

[HotDog]

Rudderless, I had trouble passing my stool this morning and it's all "Little Johnny's fault!":ugh:

[lowerlobe]

If somehow APA manages to get an extension it shows how much big money actually controls things.

The deadline was for 7pm......... not around 7pm ......or 7pm give or take an hour or two or by 7am saturday morning or even 7pm Friday GMT.

The phones were probably running hot last night and offers being made by a number of people.

Let's just remember what the (known) takeover deal history was...

OK guys we will offer $5.45 for the company lock stock and barrel if we get at least 90%.We will give certain board members a motza if they endorse it as well....

OK then it looks as though there is some resistance so we will ask for an extension....

Damn..did they have to give that latest profit forecast out....

OK we went back to our banks..sorry the banks..and did a bit of tweaking and promised to pay a lot more interest so now we only need 70%..Bob tells us that is a cinch....

OK ..so a few equity groups are holding off....but we should still get to the deadline of Friday at 7pm....guys...guys..can we guys....why have you all left the room.....

OK..So we have got to just after Friday at 7pm and we have to admit we have not got 50%.......Are there any other business's we haven't bought in Australia yet ...

Saturday morning after a long night of phone calls and CHATS....Hey everyone we got over 50% ..

yeah I know it was after Friday nights deadline but that was only a joke wasn't it....you guys were not serious ..were you????

A deadline is a deadline.....if this gets over the line imagine what they will do if they have control of the company and they don't have to answer to anyone...

[cobber_digger_buddy]

from the SMH:

APA made a costly decision at the outset. It assumed, correctly, that there would be no rival offer. It believed, also correctly, that the biggest obstacle to the bid was political, so it focused on a political strategy. It didn't want to be forced to bid against itself, so it declared the offer final at the outset - and then was caught with no flexibility to respond to the rising sharemarket, Qantas's ever-strengthening performance, and the emergence of the hold-outs, which dramatically changed the view that the complete success of the bid was a fait accompli.

such is the price of hubris :D

http://www.smh.com.au/news/business/fasten-seatbelts-as-qantas-fingerpointing-begins/2007/05/04/1177788400238.html

[Wingspar]

What Qantas needs are owners who genuinely support the airline!

Found this Ansett ad last night. Notice anyone?

http://www.youtube.com/watch?v=jMXQXmeqepo

[woftam]

What part of the 7.00 p.m. E.S.T Oz deadline time didn't these clowns understand? :confused:
Maybe they should have said "when the big hand is on 12 and the little hand is on 7 in Sydney" for the benefit of some of our "time challenged" bidders?
:ugh:

[galleyslag]

Well there is an 11th hour discussions going on at the moment, so it ain't over.
Would this be a legal take over, after the deadline?
Of course it would be. Why? Because the Liberal government endorsed the take over in the first place, why wouldn't they let this happen?
Just like the liberal government through workchoices made legisaltion to support their mates in big business make a bigger$$$ at the expense of working Australians.
Now as an unskilled worker I must ask, why is this allowed to happen?
If this deal does not go through, I believe the right thing to do would be to spend their bonus allocation on putting back frontline staff. More groundstaff, MAAS agents, cabin crew and pilots, call centre staff, reservations.... All this company has done it take away from the customer, to then sell off the company to APA?
Whose fault is it? Each department at q is run like its own business, accountable to know one, 'as long as t is not in my budget'. Are management aware of the level of disengagement? Staff and customers?
Or do they actually believe the 'spin' that comes from surveys when portrayed in a 'positive light'.

[Bula]

Raider destroys Qantas bid

* Jennifer Hewett, Steve Creedy, Glenda Korporaal
* May 05, 2007

AIRLINES Partners Australia's audacious $11 billion bid for Qantas collapsed last night when a US corporate raider, Samuel Heyman, failed to accept the offer.
The bidders were reeling last night with the news that the raider, which held $1 billion of Qantas stock - nearly 10 per cent - had not delivered his stock to the consortium.

APA had expected it to accept the bid of $5.45 a share, giving it the 50 per cent it needed by the 7pm deadline last night.

But Airline Partners announced at 8.30pm last night that it appeared that acceptances had not reached the 50 per cent level needed for the bid to go ahead.

According to sources, the bidders received acceptances for just 46 per cent of Qantas stock.

"If this is confirmed, APA's offer for Qantas Airways will not proceed," APA said in a statement.

The consortium said it remained of the view that its ownership plans for Qantas would have "significantly enhanced the airline, guaranteed strong growth and been beneficial for employees and customers".

Macquarie Bank executives in Sydney were aghast last night when the US raider, whom they had expected to accept the bid, made no response. Macquarie executives who were handling the bid had been talking to Mr Heyman's representatives during the day.

The collapse of the deal will lead to widespread recriminations.

The fact that the offer came down to the wire showed the coolness of the market to the bid, which was originally pitched well above the share price.

The Australian share market is up by 15 per cent since the offer was launched, and Qantas directors were forced to issue at least two profit upgrades.

The rejection appears to kill the bid, which was accepted by Qantas directors last December, and ensure that the Australian icon remains in public hands.

The bidders had been hoping that they would get over the line with a last-minute rush of acceptances from hedge funds, which had bought heavily into the Qantas deal. The fact that one US raider could seal the fate of the bid showed how close the deal was.

Yesterday morning the bidders announced that just under 35 per cent of investors had accepted.

Analysts had been expecting acceptances to pass the crucial 50 per cent of voting stock needed to keep the bid alive, but not the 70 per cent required to take it unconditional.

Fifty per cent would have given APA an automatic two-week extension in which to reach 70 per cent.

Figures released yesterday showed that by Thursday night, hard acceptances had jumped from 27.78 per cent to 34.59 per cent. A further 1.44 per cent was still in the institutional acceptance facility.

At least one institution, Credit Suisse, was rumoured to be selling after building up its stake on behalf of clients to 11.73 per cent earlier in the week.

APA made an impassioned plea to hedge funds holding an estimated 45 per cent of the airline's stock to help get the bid over the line and ran an extensive campaign in the lead-up to the deadline, warning shareholders that the value of their investment would plummet if the bid failed.

The bidders had expected that the hedge funds would be keeping the bid open as long as possible so they could continue to maximise profits by trading off the difference between airline's share price, which closed last night at $5.38, and the $5.45 bid price.

The manager of the only fund manager to publicly reject the bid, Balanced Equity's Andrew Sisson, said many of the hedge funds were still "sitting in the wings" yesterday, but he expected that they would have accepted the bid by last night.

BBY analyst Fabian Babich said hedge funds would have attempted to structure their acceptances to get the APA deal over the line but stop it from reaching 70 per cent.

He said the question was whether individual decision-making had achieved the right result.

"The hedge funds' incentive is to deliver a result that is above 50 per cent but as far away from 70 per cent as possible," he said.

"The reason for that is the closer you take APA to 70 per cent the less and less uncertainty there is about a deal being concluded and therefore the less incentive there is for anybody to be selling on-market."

MM&E capital co-founder Tom Elliott said many of the funds were expected to accept, but some were worried about the deal.

He said most hedge fund custodians tended to package-up acceptances and do one big acceptance on the last day, rather than a series of smaller ones.

Some could commit only a portion of their shares.

Mr Elliott said APA would have been on "very thin ice" if the bid were between 50 and 70 per cent.

He said the consortium could decide next week to take the minimum acceptance level below 70 per cent, but it was unclear whether the banks funding the bid would let them do that.

"As it is, I'm amazed that they were able to drop the condition to 70 per cent because all it is is a giant margin loan," he said. "It's only secured by the shares."

Consortium partner David Coe said on Thursday APA had not been involved in any negotiations with its banks about dropping the minimum acceptance level.

Mr Coe said the consortium members would reassess the situation over the weekend.

But sources close to the deal said yesterday that the economics of the bid might not stack up for APA if it had to go back to the well for a new financing deal at a lower level of acceptances.

They warned it could walk away if acceptances were down towards the 50 per cent level.

Private equity deals are based on the bidders gaining full control of the target and being able to borrow against the target company's assets to repay their banks.

The current financing package for 70 per cent ownership is effectively a bridging finance arrangement which involves higher interest rates, more fees to the bankers and stricter conditions than the deal negotiated when APA was expecting to get full control of Qantas.

[company_spy]

There is too much at stake for the "players" for this not to go through, I would expect there to be much kicking and screaming before this is dead in the water.

"Market movements call the shots, business deals in parking lots"

[lowerlobe]

I'm happy that the market basically said NO and by the deadline the consortium had not achieved the required minimum of 50% to achieve a 14 day extension.
IF the deal goes go ahead it is because they have moved the goal posts yet again....not because they deserve to win.
This reminds me of another US group and how they play the game.Does anyone remember a certain Yacht club and their interpretations of the rules during the Americas cup ...
Wasn't there an interview with Darth and someone asked who approached who first for the takeover.From what I have heard they both looked at each other and said "NO COMMENT"......
Imagine if you had problems paying your mortgage and the deadline to prevent the bank repossessing your property was friday 7PM.That deadline passed and you rang Monday morning and said I managed to get the money on saturday morning..is that OK????

['holic]

What rights do the 49.4% of shareholders who decided that this takeover wasn't in their best interest have?

Is there any action they can take or submission they can make to the Takeovers Panel to oppose the fuzzy deadline of the extension of the extension of the extension?

[neville_nobody]

"Who can stand in the way when there's a dollar to be made?"
:{:{ :{ :{ :{ :{ :{ :{ :{ :{

[Ron & Edna Johns]

Well, if in two further weeks those 49.4% still believe the deal is not in their best interests then they still won't have sold and the deal is DEFINITELY dead. Hopefully.

What this outcome does indicate is that about half the holdings genuinely, as at Friday's critical decision point, did NOT want to sell. Over the next two weeks they will be pressured to change their minds.... APA need to change the minds of the holders of another 20%. Depending on the distribution of those shares that may be possible or bloody difficult. I think it actually will be difficult - they haven't been convinced so far, what will be different in the next two weeks? We may be about to see the grubbiest tactics yet....

I do, however, reckon a goal has been kicked after the siren and has been allowed! Next Monday will be a very interesting day - we'll see if the referees have anything to say.

['holic]

Agreed, REJ.

The worrying thing is I've read a few articles lately about APA renegotiating with the banks to lower their requirements to 51% ownership. I'd rather see the whole thing dead in the water now when by their own rules they've failed to achieve acceptance.

[company_spy]

Some say that's progress...... I say that's cruel

[satmstr]

Well what an interesting night it was last night , i was so happy that the take over did not succeed, but now i am not happy since i read this article from the SMH that states they got some late sellers and it reached over 50% after the deadline , if they pull this off and the bid continues with the late shareholders that sold to them after 7pm there is defently something dodgey going on ...:mad::mad::mad:


http://www.news.com.au/business/story/0,23636,21675865-462,00.html

[DirectAnywhere]

Sorry, Ron and Edna, I have to disagree.

What this outcome does indicate is that about half the holdings genuinely, as at Friday's critical decision point, did NOT want to sell

Let's look at a very rough break down of the shareholders as of 7pm last night:

APA - 46%
Retail Investors - 7%
Balanced Equity Management and UBS (who said they weren't selling) - 11%
Others (primarily hedge funds) - remaining 36%

What these figures really mean was that as of last night the hedge funds thought they could make more money over the next fortnight by playing the arbitrage game with their 36% vs. the additional 20% that they thought APA woudl need.

The plan by the hedge funds was for the deal to get just over 50% acceptance last night (50.001% ideally) as this would give them the greatest amount of latitude to pressure the market over the next two weeks and make a few more million.

These funds - which probably number in the dozens if not hundreds - were all calculating that the bid would reach 50% acceptance but, in short, somebody f%^ked up.

Few, if any, of these funds would be short, which means they stood to take a pretty big hit on Monday. Hence the hurried late night calls in which somebody agreed to sell another 4% provided they could get it past the takeovers panel.

In short, these players want to sell, not right now but in a fortnight, when they've sucked the last few million out of this whole tawdry affair.

[Pass-A-Frozo]

Just like the liberal government through workchoices made legisaltion to support their mates in big business make a bigger$$$ at the expense of working Australians.
Now as an unskilled worker I must ask, why is this allowed to happen?

WTF has that got to do with the APA takeover bid??? :eek:

Anyone checked out The Australian aviation section on-line. 3 or 4 articles saying the QF Board are in a world of hurt.

[roamingwolf]

paf

I'll tell you what it's got to do with it mate.The same gov who brought in the IR laws and looks like it supports corporate OZ is the same gov who sets up a panel who's president works for the Mac bank and who might give the deal a 2 week extension when the deadline had already passed.

If this deal is OK'd then it's a bit like the contraceptive the morning after pill.

AFTER the act they still want everything their own way...

the bottom line is that they missed the deadline that everyone had known about for about 4 months.they even reckon they were on the phone with this us group and they still didn't make the deadline.

first they couldn't get the 90% then they try for 70% then they don't get 50% by the cut off time and now they try to change the rules after the full time blower has sounded....

['holic]

Genuine question. Can someone explain to me what the hedge funds' strategy is at this stage?

How would they make more money by not accepting yesterday and then accepting within the next 2 weeks? They've already bought their holdings at a certain price, and the $5.45 offer from APA is fixed by law for the next 2 weeks, so what difference does it make when they accept? Unless they believe the share price will be higher than $5.45 in the next 2 weeks and they sell on market, which most would have to think would be highly unlikely.

DA, I can see what you're saying if for instance if APA get 70.0001%, the bid goes unconditional and then the hedge funds can squeeze APA for all they're worth. But when the price is fixed at $5.45 until that time, I just don't quite get what their motives might be.

Cheers

[Swingwing]

Direct Anywhere:

What these figures really mean was that as of last night the hedge funds thought they could make more money over the next fortnight by playing the arbitrage game with their 36% vs. the additional 20% that they thought APA woudl need.
The plan by the hedge funds was for the deal to get just over 50% acceptance last night (50.001% ideally) as this would give them the greatest amount of latitude to pressure the market over the next two weeks and make a few more million.

Exactly. They were all sitting around in a daisy chain waiting for the other guys to sell and push it over 50%, so that they could spend the next fortnight arbitraging a few cents per share. And they blew it (or at least it looks like they might have.)

The other thing I did wonder is whether the hedge fund that apparently scuttled the deal had shorted a whole lot of the stock in the expectation that the price would drop when they reneged on their offer? Volumes were through the roof on Wednesday, so that is a possibility.

Margaret Jackson was correct in at least one thing - the QANTAS share register is now dominated by people (ie foreign hedge funds) who have no interest whatsoever in the long term viability of the airline. Assuming the bid IS dead, and the hedgies dump their holdings and take the loss, who will emerge as the new major stakeholder? Would any cashed up foreign airlines be interested in taking a new stake?
SW

PS: 'holic - just saw your post. An arbitrage strategy is about exploiting two different prices for the same thing (in this case the QANTAS shares). You are right, the APA offer price is fixed at $5.45 - but the shares are still trading heavily on-market at a discount to that price (last trade was $5.38). In simplified terms, if you buy the share on the market yesterday morning at $5.38, you can accept an offer of $5.45 from APA that afternoon. Take out brokerage and on-costs and you can make a couple of cents per share. If you buy and sell enough shares often enough, you can make plenty of money.

If the market expects the takeover to succeed, theory says that you would expect the market price to move towards the offer price to remove the arbitrage opportunity (because all other things being equal, the underlying asset should not have two different prices). In this case, there was sufficuent downside risk perceived (ie people thought the bid would fail with subsequent drop in trading price) to keep the arbitrage in play. The hedge funds want to continue their trading for another two weeks, making a cent or two a time. That's the idea, anyway - but they may well have been too smart for their own good by holding out too long. Let's hope so anyway.

cheers,

SW

[Pass-A-Frozo]

The Mac Bank Chairman will not be sitting on the panel which makes the decision

When a matter is referred to the Panel, the Panel must consider whether it will commence proceedings in relation to the matter. If it does, the substantive President of the Panel appoints three members to be the "sitting Panel'. If the substantive President is on any particular sitting Panel then he or she will be the sitting President. The substantive President and the selected Panel members must ensure that the selected Panel members do not have any material conflicts or biases.

[Ron & Edna Johns]

DirectAnywhere,

Yes, I've been thinking pretty much the same thing over the last week, wrt the hedge funds playing the game into the last fortnight. And you may well be right - maybe somewhere along the line someone DID f#$k up.

But I'm not so sure this morning.

Maybe the funds really do want to hold onto the stock for more than another two weeks. It depends on what price they bought at, afterall. If they bought at 5.38 (and someone was buying at 5.38 last week), then selling to APA in two weeks for 5.45 is an ok profit. But vs longer term profit potential? Maybe the hedge funds all want to be part of the 30% minority alongside APA - to share in 30% of the capital (~$4.0 Bil) that APA plans to suck out of the balance sheet? But with retail 7% and UBS/BEM 11%, there's only scope for the hedgies to make up 12%. If they're sitting at 36% then some will have to miss out on the great train robbery (capital extraction) for the train robbery to proceed!

So the hedgies may well be thinking stay in the stock for the next 12 months.

Mate - who REALLY knows? This thing changes by the minute and none of us truly knows the details.

It's fascinating story of corporate intrigue, putting aside for a moment it's my livelihood they're kicking around like a friggin footy.

[roamingwolf]

paf mate call me a cynic but let me get this straight.

The president of the take over panel works for one of the groups that is trying to takeover QF.

He is going to select who sits on the panel to decide if the takeover deal is extended and he is going to make sure that no one on the panel is influenced in any way.

The gov who gave approval for this takeover is the same gov who appoints the people on this panel in the first place as well..

Yup I don't see any problems with this at all...everything is above board

:hmm::hmm::hmm:

League Grand Final game ...match is to be decided on penalty goal shot.player misses but then club appeals to have the posts moved so that the shot was in....NO probs...

[Jet_A_Knight]

Money talks & bull**** walks.

Investors were holding out for more money per share.

They obviously believe that Pseudo monopolies are worth more than what was on on offer.

Simple equation: You go low - we go high - until we get the right amount.

Stand by for the summer offensive.:{

[woftam]

They were all trying to be a bit TOO clever I reckon (i.e. 50.1%)
But they outsmarted themselves by the look of it.
Let's hope so anyway. The longer this lasts the worse the smell gets! :=

[capt.cynical]

My "ELEPHANT" just left a large steaming,smelly deposit in the room !!
:= :ugh: :D

[stubby jumbo]

This whole deal has the smell of a dead cat thats been sitting out in the hot sun for 2 weeks.

Imagine our founding fathers looking down on this deal ( Hudson -Fysh et al).:{

Notice in all the diatribe thats been written and speculated over .....the two most important elements in Qantas almost fail to even get a sentence or by-line ,ie.

THE CUSTOMER.
THE STAFF MEMBER.

The longer this deal drags on the longer the above 2 groups will distance themselves from the Rat.

There is a giant turd sitting in the bowl..... we need a good flush out !!!:\

[Nepotisim]

What Qantas needs are owners who genuinely support the airline!
Found this Ansett ad last night. Notice anyone?
http://www.youtube.com/watch?v=jMXQXmeqepo
One Bob Mansfield. Thats is the kiss of death then!
N

['holic]

Thanks for the reply Swingwing. I can see what you're saying makes a lot of sense for shares that will be acquired within the next 2 weeks. But what I don't understand is what difference it makes for shares the hedge funds already own.

Say, for example, you bought shares last week at $5.38. What difference does it make whether you accept the offer before 7pm Fri 4th, or on Fri 18th. You still make the same profit of 7c and get paid at exactly the same time, if the bid goes unconditional. What is the advantage of waiting the extra 2 weeks on shares you already own rather than accepting immediately and risking APA falling short of 50%?

Cheers

[Swingwing]

'holic - my mistake, I misunderstood what you were asking.

what I don't understand is what difference it makes for shares the hedge funds already own.

What you say would make sense if you were talking about a fund manager that was investing in a conventional way (picking stocks based on dividend stream, long term value, index weight, P/E or some other metric. The standard managed fund (BT, Colonial etc) that you might invest in uses this sort of approach. Indeed, in the case of super funds (for example) the fund managers are governed by rules set by trustees which limit the criteria used to select investments. They constantly adjust their positions by buying and selling, but in most cases their aim is to make money by holding a valuable stock for the medium term.

Hedge funds don't usually operate in this sort of conventional way. In this case the funds haven't simply taken a position in Qantas and then put the shares in the drawer until it's time to accept. They are constantly and actively trading a proportion of the stock they hold every day - looking for opportunities to make a cent or two here and there. You can see this here:

http://www.asx.com.au/asx/research/CompanyInfoSearchResults.jsp?searchBy=asxCode&allinfo=on&asxCode=QAN#details

Look at the 2nd of May (Wednesday). There were nearly 64 million shares traded in a range of $5.30 to $5.35 - and remember for each seller there has to be a buyer. The market was still highly liquid as funds moved in and out of positions. They would each have been aiming for a particular weight in the stock, and each would have had a slightly different view as to the trading range and profits to be made. As Direct Anywhere said above, they don't just want to send in an acceptance and stop the party early, so they keep trading and stay liquid right up until the last minute.

Your confusion is understandable - in this case the funds have no interest in long term value based investing, which is why the position reached last night (assuming the buyout doesn't proceed) is bad news - the airline's share register is now at the mercy of these people.

Hope that helps.


SW

[B A Lert]

One Geoffrey Dixon as reported in The Australian:

Qantas chief executive Geoff Dixon admitted on Friday night that the apparent failure of the bid would unsettle Qantas management.

Yes, just like spoiled little children who are suddenly denied access to the hitherto accessible lolly jar. The poor bastards!!

On another line, one wonders what kind of side deal has been done between APA and the investor who helped them nudge 50%? This bloke is alleged own 11% of Qantas so why didn't he sell all of his investment, and if any sweet-heart deal has been done, will it be extended to all of the so-called recalcitrant shareholders?.

[B772]

The APA now have over 50% with a late offer of shares after the 7pm deadline.

If this can be treated similar to an after market trade on the ASX it is a
done deal.

[Jet_A_Knight]

From ABC News (abc.net.au)

Qantas to tell ASX takeover will go ahead

Qantas is due to make a statement to the Australian Securities Exchange on Monday about the takeover offer from Airline Partners Australia.

The consortium announced this morning it plans to go ahead with the bid, after an acceptance from a major American investor.

The acceptance came after the deadline last night and gave the consortium the required level of support.

The consortium now intends to seek approval from the Takeovers Panel to proceed to the next stage.

It is understood the panel can take up to two weeks to deal with such applications.

Qantas says it is confident the various businesses in the Qantas group will continue to operate in a highly professional manner.

Airline Analyst Fabian Babich from BBY says the key issue for shareholders is to wait for a decision from the Takeovers Panel.

"Now we understand that the panel has been convened on an emergency basis over the weekend and we would imagine that they'll be working hard to try and arrive at a decision on prior to the opening of market on Monday morning," he said.

"If they don't reach a decision on Monday morning, our view would be that the stock exchange would likely introduce a suspension of trading of Qantas shares because the situation at the moment is an imbalanced information one as far as shareholders go.

"In other words, they really don't know the full details of the takeover bid.

['holic]

Thanks again Swingwing. I'll have to apologise because I'm a bit of a slow learner when it comes to all things financial.

So if I understand right, what you are saying is that funds who bought, using your example, on Wed May 2 at $5.30-$5.25 rather than committing themselves to APA at $5.45 (which is in no way a certainty) would rather sell prior to the next 2 weeks, presumably at less than $5.45.

Which begs the question, if the hedge funds hold 36% and APA has 46% it would only take a small amount of collusion between them all to get the deal over the line at $5.45. The funds have maximized their profit, APA has Qantas, everyone's a winner (except us).

I've had a few beers, I'm sure this will all be crystal clear in the morning:rolleyes:

[Motorola]

If the board had any guts, they would can this continuing charade on the basis of conduct unbecoming.

[ruprecht]

I think the real acid test is to imagine the actions if the situation were reversed.

Imagine if APA announced that they had 52% at 1900 on Friday. Then a player withdrew his 5% at 1930. Would they then be taking this to the Takeover Panel?

I think not. They would be arguing that a deadline is a deadline, just as they should be doing now.

ruprecht.

[DEFCON4]

This same situation occurred withh Alinta a while ago.
It was taken to the high court...the decision:
............ if the deal was not registered with CHESS before the deadline it was both null and void.ie it was not considered to be valid.
This is a precedent to these circumstances.....the deal is not valid.
Who is going to commence the litigation/challenge to this outrage?

[LME-400]

07-114 ASIC technical relief facilitates final stages of Qantas bid

Thursday 3 May 2007


ASIC last night provided relief to allow the bid by Airline Partners Australia Limited for Qantas Airways Limited to proceed in line with market expectations about the way valid acceptances into the bid can be made.

The relief was needed because of the recent decision in Australian Pipeline Limited v Alinta Limited, which casts doubt on the time at which acceptances must be made to be valid. The bid documents used in the Qantas offer were drafted before that court decision was handed down.

In ASIC’s view, if no relief were granted, there would be a substantial risk that holders of Qantas shares would not be aware of the implications of the Alinta decision for the timing of their lodgement of valid acceptances. That in turn would mean that in the closing stages of the bid target shareholders may not be fully informed about how validly to accept the bid in time.

The relief granted enables the bid to be concluded in line with statements made throughout the course of the bid, and avoids any unintended results of the Alinta decision. It does this by treating an acceptance form received in accordance with the terms of the offer before the close of the bid as a valid acceptance under the bid even if it has not been input into the CHESS system.

[DEFCON4]

The legal boys are going have an enormous feast of this.
This could drag on for months....what a bloody farce!!!!

[lowerlobe]

OK so what happens if the takeover panel gives the green light for a 14 day extension.I assume that the new deadline will be 7pm on the 18th May.

So is that deadline exact or will they appeal against that if they get over 70% sometime next day as well.

Does this mean that the extension is 14 days or is it 15 days or how about 16 days because some retard in the US gives the excuse that they did not know there are other time zones in the world.Perhaps they will want 3 months because of some other excuse they have ready?

The bottom line is that they agreed to and had full knowledge of the deadline and now they want to break it so that it favours them.

I cannot wait to next weeks chasers show as I'm sure they will give this their full attention.

[roamingwolf]

THE Airline Partners Australia takeover bid for Qantas has failed. At its 7pm close on Friday, acceptances had not reached the minimum 50 per cent needed.

It would be completely unconscionable for a quasi-judicial body to seek to overturn this -- allowing the late acceptance from a New York hedge fund to "take" acceptances to 50.6 per cent.

Especially not a quasi-judicial body that might be acting illegally if it tried to do that.

The Federal Court has just ruled that the Takeovers Panel is constitutionally prohibited from acting as a quasi-court.

So if the panel was wise -- an interesting question -- it should refuse to hear the application.

After all, apart from anything else, the takeover is legally over. Presumably the panel's "remit" to interfere is as well.

If "truth in takeovers" is to have any meaning, the "bid closes at 7pm" has to mean the bid closes at 7pm.

If not, what next? Any shareholder in any takeover can watch to see how things pan out; and then accept after the close if it suits it?

Second, rejecting the application is the only way to bring certainty to Qantas as a business and from an investment perspective.

That is the only way trading can open tomorrow with clear air. Offer over, acceptances returned to shareholders.

The alternative is fundamental and extended uncertainty.

Would a panel decision be appealed? Would it be sustained in court?

Is there anyone other than the greedily desperate bidder APA that could possibly think this would be an acceptable, far less desirable, outcome?

To have that uncertainty hanging over Qantas and its shares possibly for months?

The Qantas board has no alternative but to argue the case against the panel hearing, the application or endorsing what the bidders want.

In the interests of all shareholders. Both those who have accepted what is demonstrably an inadequate offer to anyone other than a parasitic hedge fund feeding off arbitrage cents.

And those who have not, who didn't accept because self-evidently they did not want to sell at $5.45 offered.

And almost as self-evidently would prefer the ownership to return to the old position rather than have 50.6 per cent ownership and control of the board handed to the APA main-chancers.

Because APA has disclosed what it has in mind for Qantas once it gets its hands on its rich balance sheet and lush cash flows.

The desperation with which APA has sought to get to the 50 per cent belies any suggestion that the $5.45 is an attractive price to a seller. To a buyer, absolutely.

Indeed, why is APA bothering at all? It has at best just scraped over 50 per cent; its bid and the finance for the bid are both conditional on getting to 70 per cent.

Before Friday, 90 per cent looked an impossible target. Now, 70 per cent does. So wouldn't it just mean the bid would fail in two weeks, rather than now?

No, because APA would reduce the minimum acceptance condition to 50 per cent and take any Qantas shares it could get.

In simple terms, allowing APA to keep the late acceptance would change the law to gift it more than $1 billion.

Now the Qantas board has not exactly covered itself in glory, by endorsing the bid too early, rather too enthusiastically, and at too low a price.

Then being extremely churlish about keeping shareholders fully informed about profit upgrades for the airline; while declining every opportunity to walk back from that enthusiasm, if not from the endorsement.

This is now the time and the opportunity to redeem itself, in the best interests of shareholders.

After which there will have to be major board renewal. It is impossible to see chairman Margaret Jackson surviving her enthusiasm.

CEO Geoff Dixon is another matter. Yes, he was part of the bidding team, but he's also been a very effective CEO.

He can and should stay.

[call button]

I am rostered to sign on at 1.00pm today. Think I might sign on at 6.00pm, no problems!

[DTVOne]

It would be completely unconscionable for a quasi-judicial body to seek to overturn this
This quasi-judicial is lead by a representative of the Macqaurie Bank, so anything is possible...

http://www.takeovers.gov.au/display.asp?ContentID=6#members

Mr Simon McKeon, (President) Macquarie Bank Limited Melbourne

Anyone think there might be a conflict of interest...


(http://www.takeovers.gov.au/display.asp?ContentID=6#members)

[Pass-A-Frozo]

I am rostered to sign on at 1.00pm today. Think I might sign on at 6.00pm, no problems! hah... that's pretty funny .

[chockchucker]

I don't think that there will be any legal precedent for the takeover panel to grant APA their wish. To do so, would create a precedent that they might not want to later follow.


Sounds like some greedy US hedge funds were trying to milk every last sent out of the deal and were then caught napping at deadline time. That, or they assumed that hedge funds owned more of Qantas than they actually do, APA would have got past 50%, and they would have had another two weeks to milk some more cash out of the deal. Looks like good old fashion greed has bought these people undone.


For the takeover panel to grant permission for the bid to continue would, as I say, create a legal precedent that they would probably not want to follow in future. If the did grant permission, it would also be open to appeal. Leading to months of uncertaintly for shareholders etc. In my un-educated and un-informed opinion, APA will be told, "sorry boys, close but a deadline is just that" by the takeover panel. They may then go away and lick their wounds before coming back again at a later date. The panel must act in this manner to bring the whole dragged out process to an end.



Dame Margret will have to fall on her sword. It should also be stated the future bidders should also actually buy some shares in the company prior to trying to take it over.Making the bid final so early in the peice was a big mistake on APA's behalf. Gave them no room to woo some of the holdout shareholders that may have been bought for a further ten or twenty cents.Then they would have had 100% control.


Huge cash incentives to board members and senior executives from bidders should also come under close scrutiny in future.



In my opinion, the failure of this bid is a blessing for Qantas as a company. It should now press on and do what it does best. Deliver people to the far reaches in the safest manner possible.:ok:

[stubby jumbo]

Again Qantas will be the subject of Academics in Uni's and Research Journo's as to :

HOW NOT TO BE TAKEN OVER BY A PRIVATE EQUITY COMPANY.

Its again a total failure in Management #101.

Read any Management text book and overlap the Qantas strategy ....the result = an unmitigated FAILURE. ie:Post 1992.

As you read thru the Chapter headings -just think thru the examples of inepititude that have taken place. I won't write them in-I'll let you fill in the blanks.


Act Strategically---------------
Make sound decisions----------
Leverage innovation-----------
Manage Globally-----------
Engage and inspire its people---------
Build Talent-----------
Promote collaboration & teamwork----------
Foster open communication-----------
Manage conflict-------------
Increase cultural competence------------
Focus on customers-------------
Manage and improve process--------------
Manage Change---------
Lead courageously-------------
Establish trust---------------
Show adapatability-----------
Learn continuosly------------
Set up an integrated IT support program---------
Manage IR effectively----------
Sound succession planning----------There you have it.

Why is this so?

When so many talented people come into Qantas with the dream of making a difference and being proud to work for an Aussie icon ( pardon the jingoism) ......only to have all that ripped out of them to the point that you do the bare minimum due to nil recognition and lack of any respect for management.

What puzzles me though is , imagine what our profit figures would be IF we had some positives linked to the above 20 points. Granted a $1b pretax profit ain't half bad......BUT.......what if??????

I just saw Costello on the Sunday program declare that the Takeovers Tribunal panel was set up by him. He said that if the actions on Friday night were deemed by the Tribunal to be "UNSATISFACTORY" then the Tribunal will need to make the appropriate decision.

Ok then we'll see if this becomes yet another topic for the Academic's to put in their research papers:

WHEN....... NO MEANS NO!

[lowerlobe]

Qantas acceptance approval 'unlikely'
Sunday May 6 11:34 AEST
The takeovers umpire is unlikely to clear the way for a private equity consortium's bid for Qantas, with the uncertainty surrounding the offer also raising questions about the future position of the airline's chiefs, analysts say.

The fate of the Airline Partners Australia (APA) consortium's $11.1 billion takeover bid for Australia's largest airline hangs in the balance after a large US hedge fund offered its shares to the group after an important deadline.

The bid effectively failed on Friday night when shareholder acceptances did not reach the 50 per cent acceptance level required to extend the offer by the 1900 AEST deadline.

APA is now applying to the Takeovers Panel to allow the belated acceptance from the US hedge fund, which the consortium believes now gives it claim to 50.6 per cent of Qantas shares, representing 58 per cent of shareholders in Australia's national carrier.

But the panel, which mediates in takeover issues, is unlikely to accept the late acceptance as it would set a difficult precedent, an analyst says.

"I think the Takeovers Panel faces a very difficult decision," Shaw Stockbroking analyst Brent Mitchell told ABC television.

"There is no previous precedents and if they allow this to continue they're setting a precedent that they may not want to honour in the future, so obviously I think it's more likely to stop the bid at this point and not allow it to continue."

Under takeovers law, passing the 50 per cent threshold would have given APA two weeks breathing space to secure the 70 per cent it needs for the offer to fully succeed.

The uncertainty over APA's bid has also put a big question mark over the future of Qantas chairman Margaret Jackson and chief executive officer Geoff Dixon, strong supporters of the bid, said Tim Elliott from MM&E Capital.

[Captain Gidday]

CEO Geoff Dixon is another matter. Yes, he was part of the bidding team, but he's also been a very effective CEO.

He can and should stay.

Roamingwolf. Obviously you don't work for Qantas. The 35000 general staff in the Qantas Group all know that is not true.

[grrowler]

Nice analysis chockchucker, you happen to watch ABC's Inside Business?:hmm:

[roamingwolf]

captain gidday,
Mate I do work for the rat but only posted that from the net and i can assure you I do not go along with that part of the story.that was written by Terry MCrann

I only know of probably one person who posts here who hasn't bagged him or the whole botched affair but youd have to ask her

[speeeedy]

grrowler,
I thought exactly the same thing regarding chockchuckers post.

A summary of the comments by the guys from MM&E and Shaw rebadged as original thought.

I do agree with most of it however.

[chockchucker]

Actually growler, it was ABC online that I was looking at. Not trying to plagiarise anybody else, just sharing a view held by more than a few.


This is only pprune after all and I'm only a forum subscriber. Not the editor in chief of the Australian Financial Review.

[speedbirdhouse]

Maybe so however you posted their opinions almost verbatum as if they were your own.

[Spanner Turner]

But the panel, which mediates in takeover issues, is unlikely to accept the late acceptance as it would set a difficult precedent, an analyst says.

"I think the Takeovers Panel faces a very difficult decision," Shaw Stockbroking analyst Brent Mitchell told ABC television.




mmmmmmm, a very difficult decision???

Ok kids, which one of the following times occurs BEFORE 7pm 4th MAY 2007?

a) 19:05 4th MAY 2007

b) 18:58 5th MAY 2007

c) 18:59 4th MAY 2007

[chockchucker]

Growler, Speedy and speedbird house.


This is a rumour network forum.


Take a breath and get over it.



I agree with what other people, far more educated than I, have had to say regarding the latest developments in the APA takeover bid. I didn't cut and paste anybody's written material from another media source into this forum. Just recalled from one of many articles I have read on this topic today.


If you're Qantas staff members, then I would be far more concerned with what announcements are made from the takeover panel, Qantas board, and APA tomorrow. Rather than whether or not I'm a private equity takeover bid expert. I'm not but, I do feel I have the right to express what I believe and also to articulate what others may have said to support such beliefs on this rumor network.


If you guys can't handle that you should quite your day job and get a gig on Media Watch.:}


Personally, I think you'd be much better sticking to piloting aircraft.:ok:

[Keg]

Perhaps this is dead and buried after all!

http://www.smh.com.au/news/business/qantas-bid-sunk-by-panel/2007/05/06/1178390122833.html

Qantas bid sunk by panel

May 6, 2007 - 3:27PM
The Takeovers Panel has effectively blocked the private equity consortium's takeover bid for Qantas, putting an end to the $11.1 billion deal.
The takeovers umpire has refused to look at the matter after the Airline Partners Australia (APA) consortium asked it to allow a late acceptance for the offer, which would have let the bid proceed to the next stage.
APA has indicated that it intends to seek an urgent review of the decision, the panel said.
The fate of the takeover bid for Australia's largest airline has hung in the balance since Friday, when a large US hedge fund offered its shares to the group after an important deadline.
The bid effectively failed on Friday night when shareholder acceptances did not reach the 50 per cent acceptance level required to extend the offer by the 1900 AEST deadline.
APA applied to the Takeovers Panel to allow the belated acceptance from the US hedge fund, which the consortium believed gave it claim to 50.6 per cent of Qantas shares.
"The panel has decided not to commence proceedings in relation to APA's application," the panel said in a statement today.
The decision effectively scuttles APA's takeover offer for the airline.

They'll be back though. It may be a few months but they'll be back! In the mean time, it's time to party! :D :} :ok:

[ANstar]

Seems the takeover panel aren't even going to take a look :ok:

The Takeovers Panel has effectively blocked the private equity consortium's takeover bid for Qantas, putting an end to the $11.1 billion deal.
The takeovers umpire has refused to look at the matter after the Airline Partners Australia (APA) consortium asked it to allow a late acceptance for the offer, which would have let the bid proceed to the next stage.

http://www.smh.com.au/news/business/111b-qantas-bid-sunk-by-panel/2007/05/06/1178390122833.html

[chockchucker]

Sadly, I think you're right holic & Keg. The battle may be over. However, the war may have just only begun.

Hopefully, they'll look elsewhere to invest other peoples money and leave Qantas be.Wishful thinking on my part perhaps.

[lowerlobe]

"APA has indicated that it intends to seek an urgent review of the decision, the panel said".....

Yep,as I said just like a certain Yacht club and the America's cup.If you can't win on the course take it to the courts....

[lowerlobe]

The other problem is that the way they have handled this and if they continue to appeal the decision the more amateurish they appear .........

[priapism]

It's a dead duck,

Now let's see the board get a dose of it's own medicine.

[stubby jumbo]

Agree 'lobe.

This whole QF/APA farce must be the laughing stock of the Financial industry worldwide......

You can just imagine the "Gecko-types" in NYC laughing so much at this......that they must be blowing the "powder" out of their ears;)

Can't wait for tomorrow .

The press conference with the Dame & Darth will be one to tape and replay a few times:D :D

:ok: .....Scott Rochfort ( of the SMH).....your work has not gone unnoticed.

[gaunty]

Spanner Turner you didn't happen to write the questions for the CASA exams at one stage? :}

The Takeover Panel had no other alternative available to them, period.

We have learned some lessons from the G Gecko days no matter how hard they try and disguise it, pandering is pandering and the pea and shell game never changes.

Wolfe's "Bonfire of the Vanities" and Sheehan's "Amongst the Barbarians" should be required reading once every ten years.

[B A Lert]

Here is a ssummay of what APA submitted to the Takeover Panel (from the latter's release)


In its application, APA submitted that:

• the Offer should not be allowed to close as a result of one shareholder not
getting his acceptance in on time;

• as far as APA was aware the only person who may be materially affected
by the grant of the orders is Qantas, no Qantas shareholder would be
detrimentally affected by the granting of the order requested and no-one
would suffer any detriment by letting the Offer continue;

• there had been potentially misleading circumstances arising from media
coverage;

• it cannot be said that having the Offer close on 4 May 2007 causes the
acquisition of control over Qantas shares to take place in a efficient,
competitive or informed market;

• extending the Offer period would not deprive shareholders of information
concerning the bidder or the merits of the Offer (in the terms of section
602(b)(i) and (iii));

• shareholders have not had a reasonable opportunity to participate in the
Offer because that opportunity is being denied to them as a consequence
of a single foreign shareholder accepting late;

• the Panel has, in past matters, taken action to promote the interests of
shareholders in receiving and being able to participate in takeover bids;
and

• notwithstanding the late acceptance lodged by the Late Investor, there is a
significant likelihood that APA had over 50% when the Offer closed in any
event (through the operation of clause 7.3 of the Offer terms providing a
relevant interest in all of the shares held by those holders who purported
to accept for only part of their holdings).
Juris

Is 'charlatan' too strong a word to describe APA and its henchmen?

[B A Lert]

To which the Takeover Panel responded:

No unacceptable circumstances

8. There has been extensive coverage by Qantas, APA and the media of the
deadlines in relation to the Qantas bid. The Panel considers that the market was
extremely well informed of the fact that:

• the Qantas bid was due to close by 7pm 4 May 2007;

• if 50% acceptances were received by the deadline the Offer period would

be extended; and

• if the 50% threshold was not obtained by the deadline the bid would close,
and all acceptances would lapse.

9. The Panel notes that, notwithstanding APA’s submission that there is a
significant likelihood that APA had (through the operation of clause 7.3 of the
Offer terms) over 50% when the Offer closed, APA announced to the market on
4 May 2007 that it appeared that acceptances had not reached the 50% level
required to extend the Offer, and that if this was confirmed, the Offer would not
proceed.

10. The circumstances of which APA has complained are in relation to a single
sophisticated shareholder, with a significant interest (4.96%) in Qantas, who
should have been well aware of the closing time and date for the Offer and of
the implications of not meeting that deadline.

11. The Panel does not accept that misleading circumstances have arisen from
media coverage of the Qantas bid that would cause the Late Investor not to be
aware of the deadline and of the implications of not meeting that deadline.

12. The Panel does not accept that the Offer period closing in accordance with the
bid terms (i.e. 50% acceptances not achieved by 7pm, 4 May 2007) and APA’s
public statements that the Offer would not be extended past that closing time
(except if the 50% threshold had been met), deprives Qantas shareholders of
information concerning the bidder or the merits of the Offer.

13. The Panel does not accept that Qantas shareholders have not had a reasonable
opportunity to participate in the Offer or that a single shareholder failing to
deliver its acceptance by the close of the Offer has denied shareholders a
reasonable opportunity to participate in the Offer. Shareholders were well
aware of the deadlines and the implications of not accepting by the deadlines.

14. The Panel notes that, following APA’s announcement of a Panel application, the
Panel executive has received a number of comments from Qantas shareholders
indicating their concern with the bid proceeding, after it had closed in
accordance with the bid terms and APA’s public statements.
Decision

15. In the absence of clear evidence to the contrary, the Panel does not accept that
the Offer period closing in accordance with the bid terms and APA’s public
statements that the Offer would not be extended past the deadline has had an
impact on the efficient, competitive or informed market for Qantas shares, or
gives rise to unacceptable circumstances.

16. For the reasons outlined above, the Panel did not consider that the submissions
in APA’s application provided a sufficient basis for the Panel to commence
proceedings in relation to the application

[peanut pusher]

Now let the heads roll.

Starting with the biggest so we can get on with running the worlds greatest airline.

Started with Knocking up the P.A. and finished with trying to steal what wasn't his to start with.

The door is open Dickless for your escape.

[Much Ado]

I'll close this thread now...you can continue venting your spleens on the 'QF takeover skuttled' thread:E :ok: