The bidding war for control of Banks Holdings Limited is now before the law courts.
Today, the Trinidadian conglomerate Ansa McAl sought and was successful in getting an interim injunction until November 11, effectively halting the sale of the local beverage company.
A release from ANSA McAL late this evening said the injunction, which was granted by Chief Justice Sir Marston Gibson at 6 p.m. today blocks any further trading of BHL shares on the Barbados Stock Exchange or otherwise.
It also means that “until November 11 no one will be allowed to solicit or negotiate the purchase or sale of BHL shares”.
The company statement further explained that with the injunction, ANSA McAL (Barbados) Limited is now free to contest the 2010 agreement made between BHL and SLU Beverages Limited in the “interest of all shareholders”.
Under that agreement, SLU, which is owned by the Latin American beverage maker, AMBEV, provided a $56 million loan to BHL to build its new brewery in Newton, Christ Church.
The agreement specifies that if any person or group becomes the direct or indirect ultimate owner of BHL shares representing more than 25 per cent of the total voting power of the BHL shares, then “SLU has the ability to require BHL to re-purchase, at $10.00 per share, the 13,250,000 common shares which were issued to SLU on conversion of the debt in 2010.
BHL directors highlighted the controversial clause last week at the same time that they were calling on shareholders to accept the SLU offer of $5.20 per share.
However, that advice not only angered shareholders, who publicly rejected the board’s advice, but also ANSA, which by then had entered the highest bid to date of $6 per share for take over of the Barbadian company.
Not only did ANSA McAL launch a formal complaint to the Financial Services Commission, which is the regulatory body that supervises public company takeover bids, but it also issued a call yesterday for the directors of BHL to tender their resignations immediately.
With the granting of the injunction, Ansa McAL said tonight “the parties will have an opportunity on November 11 to argue their case for or against the injunction at which time the court will decide whether to end or extend the injunction while the matter regarding the SLU agreement is heard”.
President and CEO of Ansa McAl (Barbados) Limited Nicholas Mouttet added that the company was very keen to avoid any unnecessary delays in the takeover process and had requested of the court a short interim injunction period and an early hearing to limit inconvenience to shareholders.
Ansa Mc Al (Barbados) Limited has scheduled a press conference for tomorrow. (KJ)