ASX thwarts Commander's pressure on Volante

The ASX’s takeovers panel has knocked back Commander’s application to force Volante to cough up additional details on its contracts.

Earlier this month Commander alleged Volante had not provided adequate information in its Target’s Statement around a number of potential managed services contracts.

In its decision to declined Commander’s application for the details of these contracts and will not make a declaration of unacceptable circumstances.

This was on the condition that Volante provided its shareholders the additional information set out in the Supplementary Target’s Statement. The company has done this.

The company’s managing director and CEO, Ian Penman, said in an ASX statement that nothing in the Supplementary Target’s Statement changed the directors’ forecasts or the recommendation of the board that shareholders reject Commander’s offer of $1.01 per share.

The conclusion of Volante’s independent expert - that Commander’s offer was neither fair nor reasonable, and that the company’s shares were really valued at between $1.27 and $1.44 - also remained the same.

In not volunteering the contract information Volante has argued that it is appropriate to provide forecasts which include revenue and earnings from contracts for which Volante is a preferred supplier.

The company also argued that customer confidentiality was at stake; and that to strip out the impact of a single or group of preferred supplier stage contracts from the Directors’ Forecasts would not properly reflect its potential earnings or the value of the company.

Including revenue for managed services only when a contract has been won or Volante had been notified it is preferred supplier and to exclude revenue that was likely to be derived from Volante winning future contracts, was a balanced and reasonable approach.

“Despite the requirements of responding to Commander’s offer, we are continuing to focus on aggressively pursuing growth in our services business and the implementation of a new sales platform for our Products Solutions business,” Penman said.

Thus far Commander had only received acceptances for 87,999 Volante shares representing 0.07 percent of the total shares on issue, Volante said.

“From where things stand today, it is difficult to see Commander’s bid going anywhere at the current price,” Penman said.

asxcommanderfinancial servicestakeovervolante