NEXTDC (ASX:NXT) has submitted an application with the Australian Government Takeover Panels against the 360 Capital Group’s bid to takeover Asia Pacific Data Centre Group (ASX:AJD).
Ultimately, the data centre provider wants that all Asia Pacific Data Centre Group (APDC) securities acquired by 360 Capital on-market after the publication of the bidder’s statement and before the date of the corrective disclosure, it is requesting, be unwound.
According to the application, the bidder statement from 360 Capital discloses an intention that the APDC may make a contribution to its security shareholders after the close of the offer, which currently sits at $1.95 per security.
The problem raised by NEXTDC is that 360 Capital as security holders would effectively use this contribution to repay a debt facility available to fund its bid.
NEXTDC said that this would constitute financial assistance and require security holder approval and both the bidder and target’s statements do not disclose this information adequately, according to the data centre provider.
NEXTDC is seeking to get 360 Capital to immediately stop processing acceptances and be prevented from acquiring securities on market until the Panel makes a decision.
NEXTDC is also seeking final order including that both 360 Capital and APDC issue corrective disclosure, all acceptances received by 360 Capital and processed be reversed, and all APDC securities acquired be unwound.
However, a sitting panel has not been appointed yet and no decision has been made whether to conduct proceedings, the Australian Government Takeover Panels said in a statement.
“The Panel makes no comment on the merits of the application.”
The Takeovers Panel is the primary forum for resolving disputes about a takeover bid until the end of the bid period. The Panel is a peer review body, with part time members appointed from the active members of Australia's takeovers and business communities.
The data centre operator has been trying to buy back ownership of Asia Pacific Data Centre Group, who owns the property and buildings in which NEXTDC's data centres are located, since July. This followed 360 Capital’s acquisition of 19.8 per cent of APDC.
At the end of August, NEXTDC published its financial results revealing a $23 million net profit after tax (NPAT) for the year ending June 2017, a significant change from FY16 $1.8 million NPAT, representing a boost of $21.2 million.