Margarete Ainsworth, wife of Lens Ainsworth has agreed to not deal with any shares or interest in Ainsworth until the conclusion of the Takeovers Panel proceedings, according to a media release.
On Monday, the Australian Takeovers Panel received an application from ASIC seeking to prevent Ainsworth’s wife, who is AGT’s second largest stakeholder, to use her stake to influence a shareholder vote on the deal.
ASIC argued that Mrs Ainsworth should be excluded from voting in favor of the share sale transaction.
“ASIC submits (among other things) that Mr and Mrs Ainsworth have a relevant agreement or are acting in connection with the share sale transaction, and accordingly, Mrs Ainsworth is an associate of Mr Ainsworth and should be excluded from voting in favor of the share sale transaction.”
Ainsworth announced in February 2016 that its founder and chairman, Len Ainsworth had entered into a sale and purchase agreement with Novomatic AG, subject to shareholder approval.
As part of the undertakings, Mrs Ainsworth will not dispose of, transfer, grant a security interest over or otherwise deal with any shares or interest in shares in AGI held by Votraint (an entity controlled by Mrs Ainsworth). Voitrant has also agreed to the same undertaking.
Shortly following this announcement, the Takeovers Panel published another media release, saying it had received another application in relation to the Ainsworth deal, this time from Fortress Centaurus Global Master Fund Ltd.
The application argues that any family member and companies controlled by them should not be entitled to vote to approve the share sale, and furthermore seeks an interim order requiring the shareholders meeting be adjourned until the application is resolved.