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PERTH - Utility infrastructure investor Alinta yesterday said Macquarie Bank had agreed to be bound by a number of protocols relating to a proposed management buyout of the company.
The bank has faced conflict-of-interest criticism because it was acting for both the company and the buyout group.
Alinta said Macquarie agreed to the conditions over the bank's future role in any transaction arising as a result of the MBO plan.
The buyout group, led by former chief executive Bob Browning and former chairman John Poynton, revealed this month it was considering a proposal.
Alinta, which includes the Glenbrook power station among its assets, said it had asked for Macquarie's agreement to the protocols to ensure that conflict-of-interest issues were addressed, and to ensure the bidding process was fair and transparent.
Under the deal, Macquarie agreed that information in its possession related to or generated by its advisory work for Alinta be returned to the company as required.
Alinta may establish a "data room" for that data, but in the meantime the bank has undertaken not to make any use of it unless it is admitted to the room.
Macquarie also confirmed to Alinta that it does not have any additional non-public information, derived in its capacity as adviser, which would be material to a prospective bidder for Alinta.
Macquarie also agreed that any of its employees with significant advisory roles for Alinta will not be permitted to participate in any sale process unless or until Macquarie is admitted to any data room.
"The Alinta board had concluded that it is in the shareholders' interest for Macquarie to be eligible to participate on the buy side of any ensuing transaction," it said.
"Macquarie may participate in the development of a proposal on the condition that it will not participate in any bid for Alinta except through the sale process organised by Alinta.
"These arrangements have been put in place to facilitate a fair and competitive process with respect to other potential bidders.
Any proposals from the MBO group or other potential bidders will be assessed against the company's internal restructuring proposal foreshadowed on November 15 last year.
"Alinta reiterates that it has not received any proposal, nor is there any certainty that any offer will eventuate or be recommended by the board," it added.
Alinta's portfolio includes electricity and gas distribution networks, power plants, gas pipelines, a wind farm, an asset management arm and an interest in an energy retailing unit.
Alinta shares closed down 1c at A$13.92. Macquarie Bank was steady at A$81.00.
- AAP
