Retail voter turn out rates on schemes

January 2, 2023

This list looks at retail shareholder turn out rates on takeovers which are delivered by a scheme of arrangement. These requires 75% of votes in favour and 50% of shareholders who choose to vote.

Asaleo Care, 2021: A 264 page scheme book which was lodged with the ASX on April 23. Vote was on June 1 with 99.86% of shares in favour and no shareholders poll reported.

Adelaide Bank-Bendigo Bank, 2007: merged in late 2007 with the Adelaide shareholders voting on a scheme but doesn't appear to have been a 50% of shareholders requirement. See results which showed 98.7% of voted stock in favour.

Milton, 2021:
taken over by Soul Pattinson with quite a protest from the larger holders as just 255 of them generated a 17.3% against vote on the share, which wasn't far away from the 25% needed to defeat it. The shareholder number mandate was much more convincing with 3,505 or 93.22% in favour and just 255 or 6.78% against. The undirected proxies of 394 held by the chair were more than the total against vote and all were voted in favour in the poll. See voting results. As was noted in this Eureka Report column, the turnout rate was only 13% of the 29,000 shareholders and 31.6% of issued capital.

MIM-Xstrata, 2003: 89.1% of votes in favour and 58.5% of voting shareholders with 22,588 in favour and 15,971 against. Proxies discretion was 887 but vote on the day was clear majority in favour. See results.

Novion-Federation Centres, 2015: The merger which created Vicinity Centres was approved by 99.9% of voted shares with an 85% turn out but there doesn't appear to have been a separate poll of shareholders. See results.

Pendal, 2022: vote was held on the Friday before Christmas at a hybrid scheme meeting. See 430 page scheme book. See text of 5 questions asked. No webcast archive as yet and was approved by 99.3% of voted stock with 3,268 in favour and 174 against. The turnout was 45.8% or 175.5m of the 383m shares on issue and around 12% of the circa 28,500 shareholders.

Redflex, 2021: a 236 page scheme book for a $175m takeover by Arizona-based Verra Mobility was lodged with the ASX on April 8 and mailed to shareholders. The vote on May 10 saw 99.8% of voted shares in favour and 93.8% of voting shareholders although this was only 302 in favour and 20 against out of the 1400 who were eligible to vote, so the turnout was just 23%.

Senex, 2022: Posco and Gina Rinehart took it private in an $840 million agreed takeover priced at $4.60 a share. The vote on March 15 saw 93.77% of voted stock in favour but only 75.89% of the voting shareholders. However, the turnout from the 13,000 shareholders was poor as 1048 voted in favour and 333 against.

Zinifex-Oxiana, 2008: it was billed as a merger of equals but only the Zinifex shareholders got to vote. 99.3% of voted shares were in favour and 97.15% of the retail shareholders with 17,369 in favour and only 509 against. They had about 40,000 shareholders at the time, so retail turnout was an impressive 44.6%. See results.

Webster, 2020: A 394 page scheme book was lodged on December 17, 2019 and physically sent to shareholders. The vote on February 6 saw support from 95.25% of voted ordinary shares and 86.83% of shareholders (488 in favour and 74 against). Webster had around 3700 shareholders so the turnout was only around 15%. Webster was one of the last companies with preference shareholders and they voted the scheme down but it was subsequently approved anyway.

Westfield restructure, 2014: etc etc

Takeovers since the MIM deal in 2003 done without a scheme vote

WMC Resources: bought by BHP in 2005.