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Shareholders Association supports Janes in Abano fight

The Shareholders Association has put its weight of support behind Abano [NZX: ABA] chairman Trevor Janes ahead of a special meeting on whether he should be dumped.

In a strongly worded media release, association chairman John Hawkins lays into disaffected Abano shareholders Peter Hutson and James Reeves, questioning their motives for trying to unseat Mr Janes.

Mr Hawkins says a number of statements from Messrs Hutson and Reeves can be contradicted by “documentary evidence” the association has which is likely to be released following the notice of meeting being placed on NZX. Read the Shareholders Association statement here.

Mr Hawkins says the association had made extensive enquiries of both parties and institutional shareholders, which included numerous face-to-face meetings.

“As an independent organisation set up to protect the interests of all retail shareholders, we have a duty to be involved,” he says.

“We want to take the personality attacks out of the equation and ensure shareholders receive accurate information upon which they can make an informed decision.”

Interests associated with Mr Hutson and Mr Reeves hold approximately 19% of Abano. They have requisitioned a special shareholders’ meeting to vote on Mr Janes’ chairmanship amid concerns they have about his independence and the wisdom of Abano’s debt-funded acquisition strategy under his watch.

The two shareholders made their claims following an unsuccessful takeover approach by private equity firm Archer Capital, which they supported.

Mr Janes led a stout defence of the takeover proposal, which was originally presented to the board last July in the form of a highly conditional scheme of arrangement.

Abano yesterday released a newsletter saying the company’s guidance is for full-year profit to rise at least 60% while urging shareholders to support Mr Janes.

In his statement, Mr Hawkins highlights a part of the Archer takeover proposal that required Mr Hutson receiving Abano’s share of its loss-making audiology business for a nominal sum.

Such a deal would have effectively handed Mr Hutson about $33 million of funds that Abano shareholders had poured into the joint venture, Mr Hawkins says.

“NZSA cannot imagine how this could be considered to be in the interests of all shareholders and it raised serious questions around the credibility of the offer,” he says.

Meanwhile, Mr Hutson and Mr Reeves have issued their own statement criticsising the Abano board for having still not set a date for the special meeting. In their press release they also question the timing of the Shareholders Association statement. 

RAW DATA: Media release 22 May 2014 (PDF)83.59 KB
RAW DATA: HIL, SC Press Release - 22nd May 2014 (PDF)24.15 KB

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Comments and questions

Good on John Hawkins and the NZSA. normally they criticise directors over fees, great to see them manning the ramparts to fend off a predatory and unwanted attack on a quality NZ company.

I agree with the celestial gardener. Hutson made the fatal mistake over showing his hand in relation to trying to grab Abanos interest in Bay International before trying to change the Board. He has failed in making Bay International work. In NZ he got traction with Bay Audiology but when overseas where there is competition he cost Abano plenty. Great to see Bay International being turned around.

Interesting, no positive explanation for why the NZSA supports Trevor Janes, no discussion regarding Abano's inferior dental performance nor any discussion regarding events of last November and governance issues. All rather puzzling and from an association that supposedly presents shareholders.

Curious indeed. Looks as if Janes has convinced hapless NZSA that this is about the Company not his own behaviour and past. My bet is that Hawkins and Janes go back a bit.

How on earth can shareholders' association support a man who sat atop Capital+Merchant finance during the period of some of its worst behaviour? How can Hawkin's act like the bully boy against parties representing 20% of shareholders register? One would have thought shareholder activism in the name of performance would have been more aligned to its purpose