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Failed Abano suitor Crescent Capital Partners is taking legal action to recover a dividend payment, which Abano says it is holding as reimbursement for expenses relating to the takeover offer.
Abano said that while Crescent was obliged to reimburse it for takeover costs, about 80 per cent of Abano's expenses were outstanding, totalling $603,202.
Abano took matters into its own hands, withholding Crescent's 13c per share dividend as payment for the costs, and placing $100,000 of the outstanding sum into a separate bank account as "evidence of good faith" in case of a dispute.
While Crescent had issued legal proceedings against Abano to recover the dividend payment, Abano threatened its own legal action over the outstanding takeover costs, and planned to take the matter to the Takeovers Panel.
"The board of Abano notes that the costs incurred by the company in respect of the Masthead offer were of a similar amount and were paid by Masthead without dispute," Abano said.
In March, Crescent's full offer for Abano fell short, leaving the Australian private equity investor a 19.7 per cent shareholder.
Crescent's bid followed an unsuccessful partial takeover by Masthead Portfolios.
Crescent initially tried to acquire the entire business but was forced to drop its acceptance level from 90 per cent to 50 per cent after Masthead sold its share to Healthcare Industries _ a company owned by a group of audiologists who also have a 30 per cent stake in Abano subsidiary company Bay Audiology.
Crescent maintained to the end that its offer of $5.20 per share was a good deal in the current market conditions but it failed to win support from Abano's board, led by chairwoman Alison Paterson, who maintained the offer was too low.
Abano based its decision to recommend turning down the offer on the back of an independent report from KordaMentha which valued the company at between $5.15 and $5.90.
The takeover failure has left Abano in the hands of two cornerstone investors.
Healthcare Industries has not signalled what its future intentions are apart from stating that it will not sell to Crescent. Abano shares closed flat on $4.54.
- NZPA
