City activist fails in last-minute attempt to stop OTM sale
Brett Stone, who has been critical of the way the portal is being sold to CoStar, will not get another chance to disrupt the takeover.
Activist Brett Stone has failed in his attempt to delay the sale of OnTheMarket (OTM) to US property giant CoStar’s UK arm.
Stone last week applied to the City’s Takeover Panel, which oversees all such deals involving PLCs listed on a London stock exchange, to have his concerns over the purchase and the Takeover Panel’s decision to give it the green light, considered.
But this application has now been rejected despite he and OTM being given more time to submit extra information, and the sale is likely to be voted through this morning by OTM shareholders, 60% of whom are estate agents.
The Takeover Panel main government committee, which is chaired by barrister Sir Michael Crane KC (pictured), says that because Stone is not a shareholder in either firm, he is unlikely to be affected by (and does not have ‘an interest’ in) the deal and has little prospect of success in halting the purchase of OTM.
The statement says: “Mr Stone has no greater claim to a sufficient interest in the acquisition than any other person with the relevant background or expertise who has strong views on the merits or demerits of the takeover or the conduct of the parties.
“If an interest such as this were to qualify as a ‘sufficient interest’ for convening the Committee, any well-informed or not so well-informed member of the public with strong views would have standing to invoke the relevant machinery and to intervene in the process.
“This would not be conducive to the efficient regulation of takeovers.”
Stone’s key concern over the takeover is that, because each of the 3,600 agents who hold shares in OTM each negotiated bespoke share allocation deals to list properties on the portal, Co-Star’s blanket £1.10p per share offer would not offer ‘equivalent treatment of all shareholders of the same class with regard to their shares’, which is a ‘General Principle’ of the Takeover Panel’s rules.
Despite praising Stone’s ‘measured arguments’ on this, his points have been dismissed by Crane. Once shareholders in OTM meet today and vote through the takeover, the sale is likely to go through on 7th December.
