Wilson HTM Investment Group Limited (Wilson) continues to recommend its shareholders reject Mariner Corporation Limited's (Mariner's) takeover bid citing a poor offer value.
The implied value of offer consideration represents a 49 per cent discount to Wilson shares on a one month volume weighted average price (VWAP) basis, Wilson said in a statement to the Australian Securities Exchange (ASX).
"The offer consideration remains in Mariner only. Therefore, the value of the offer consideration received depends solely on the future trading value of Mariner shares," Wilson said in the ASX statement.
"The trading price of Mariner shares has declined significantly since the announcement of the offer, making the offer even less attractive than it was on the date it was announced."
Mariner shares have fallen from 35 cents on the day of the offer (25 October 2012) to 23 cents on 8 February 2013.
On a VWAP basis, Mariner shares have decreased from approximately 33 cents to 27 cents, whereas Wilson VWAP shares increased from 18 cents to 35 cents over the same period.
"Mariner's attempt to secure a stake in Wilson through the offer has no merit or momentum," the firm said.
Based on Mariner's disclosures to date, as at 11 February 2013, the firm had received acceptances of less than one per cent of Wilson issued shares.
"It is for these reasons that the Wilson board continues to advise shareholders to reject the Mariner offer and take no action," Wilson said.
On 8 February, Mariner provided notice of a second extension of its off-market takeover offer for Wilson to 28 June 2013, unless extended or withdrawn.
The offer period, also previously extended on 3 January 2013 to 15 February, follows Mariner's bid in October 2012 to acquire all of the issues ordinary shares in Wilson in which it does not already have a relevant interest.
On 26 October 2012, Mariner advised the Wilson board of the offer, stating that shareholders had an appetite for change after poor performance.
Mariner's objectives were to become a substantial shareholder of Wilson HTM, achieve board representation and implement strategies to bridge the gap between Wilson HTM's net tangible assets (NTA) and its current trading price.
