Corporates: Bid For MSF? – Legal Action Against Sigma

By Glenn Dyer | More Articles by Glenn Dyer

Thailand-based, Mitr Phol has paid $4 a share for most of GPG’s stake in Maryborough Sugar, the small Queensland producer which is perhaps the last pure sugar play left in the country.

Mitr Phol’s move to buy a 19.9% stake in Maryborough was revealed yesterday in this statement to the ASX.

The deal values Maryborough at about $215 million and the $4 a share purchase was at a 60% premium to GPG’s purchase price, which is about $2.50 a share.

GPG holds around 23% of Maryborough’s issued capital.

GPG is under pressure from major shareholders to rationalise its myriad investments here and in the UK to boost returns.

The news saw Maryborough Sugar’s shares jump 20.8%, or 57c, to %3.30 yesterday.

The deal also comes as Singapore-based farm-holding company Wilmar awaits FIRB approval to buy the CSR’s sugar assets for $1.75 billion.

Mitr Phol is a specialist sugar company producing about the same quantity of sugar as CSR – around two million tonnes a year, or four times more than Maryborough.

Maryborough is in the middle of trying to find a strategic partner and or suitor, having tied up control of neighbouring Bundaberg Sugar.

Maryborough said in a statement that the Thai buyer was not part of the sale process being run by Greenhill Partners.

"MSF has previously announced it is evaluating various options for the funding of its growth strategy, including the possibility of developing a relationship with a strategic party, and is in discussions with a number of potential interested parties.

"In these discussions the Board of MSF has been focused on maximising value for all shareholders.

"Mitr Phol has to date not participated in the MSF process described above and as a result, the Board of MSF is not aware of Mitr Phol’s intentions or value add.

"MSF looks forward to discussing with Mitr Phol their intentions and how Mitr Phol may help create value for all shareholders. Until MSF has evaluated this it will be unable to determine its response to Mitr Phol’s requests."

Investors in troubled Sigma Pharmaceuticals have filed a class action lawsuit worth up to $100 million against the company, a move, which if successful, will cut the value of their shares (if they still hold them).

Sigma yesterday said the Federal Court lawsuit, filed in Melbourne on Friday by Slater & Gordon, claims it misled the market about profit forecasts and failed to disclose hundreds of millions of dollars worth of write-downs.

The court case has been threatened now for several months.

It covers investors who held Sigma shares between September 7 last year and February 25.

The news saw the shares fall 1.5c, or 3.3%, to 43.5c.

‘‘By September 7, 2009, Sigma was unlikely to achieve its 2010 NPAT [net profit after tax] forecast’’ unless it achieved sales ‘‘significantly’’ higher than average, launched new products or increased margins, the statement of claim alleges.

It also failed to disclose likely impairments and redundancy costs, Slater & Gordon alleges.

Sigma shocked the market on March 31, unveiling a $389 loss and $424 million in goodwill impairments. That was delayed for a month after Sigma asked for trading in its shares to be halted in late February.

‘‘The release of the March 2010 disclosures caused the trading price of interests in Sigma shares to fall from their inflated prices,’’ Slater & Gordon claims.

The shares dropped from 91c on February 25, the last day before Sigma went into a trading halt, to close at 47c on March 31.

‘‘The price fall of 44 cents during March 31, 2010, constituted a negative reaction to the March 2010 disclosures and reflected the removal of inflation of the Sigma shares trading price by February 25 as a result of the contraventions,’’ the statement of claim alleges.

Sigma said it ‘‘refutes these allegations and will vigorously defend the proceedings’’.

If awarded in full, the damages of $100 million are equal to 8.4c for every one of Sigma’s 1.178 billion shares.

The ACCC revealed last week that it was requesting more information from the market and competitors before its final decision on whether to approve the sale of Sigma’s generic drug business to Aspen Pharmacare of South Africa for $900 million.

About Glenn Dyer

Glenn Dyer has been a finance journalist and TV producer for more than 40 years. He has worked at Maxwell Newton Publications, Queensland Newspapers, AAP, The Australian Financial Review, The Nine Network and Crikey.

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