Letter from Crescent Capital as required by Takeovers Panel

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Letter from Crescent Capital Partners as required by the Takeovers Panel

On 21 December 2007, Crescent Capital Partners sent a letter to all Abano shareholders, as required of them by the Takeovers Panel.

This letter follows enquiries made by Abano and the Takeovers Panel in respect of information provided to certain shareholders and the media in which Crescent outlined its intention to abandon Abano’s expansion into Australia should its offer succeed. In documents provided to those selected shareholders, just days after Crescent filed its Takeover Notice, Crescent stated that “we intend to exit the Australian market”, and similar comments were made to the media.

These statements are clearly inconsistent with the disclosure made by Crescent in the Offer Document.

The Takeovers Panel shared the same concerns to us and required Crescent to send shareholders a letter clarifying its intentions. In that letter, Crescent advised that “it is not in a position to make decisions about likely material changes and it has not done so”. In the Board’s opinion, this response is unsatisfactory and appears to contradict previous statements made to the media and selected shareholders.

As Crescent has retained the option to waive the condition in its offer requiring acceptances in respect of 90% of the shares in Abano and allow the offer to close with it holding a controlling interest, the Abano Board felt that the inconsistencies in Crescent’s statements may have a material bearing on the accuracy of its Offer Document and would be of relevance to shareholders who elect to retain their shareholdings. Accordingly, the matter was referred to the Takeovers Panel who required Crescent to send the letter to shareholders clarifying its intentions.