SCA has announced that it is considering ARN‘s revised takeover bid and that Chair Rob Murray will be leaving the business.
In an update made to the ASX this morning, SCA confirmed that it has reviewed the adjusted offer put forward by ARN on Friday and is now re-engaging with the consortium, made up of ARN and Anchorage Capital Partners.
It also revealed that both SCA chair Rob Murray and board member Glen Boreham will be resigning from the board.
The news follows reports that nearly all of SCA’s major shareholders had backed a call for a meeting to remove Murray from his position of chair.
The AFR reported that Spheria Asset Management, Ubique Asset Management and Allan Gray had all supported a notion to remove Murray as chairman.
In the ASX update, SCA said Murray had previously stated his intention to retire from the SCA board no later than the 2024 AGM. He has re-confirmed these intentions but offered to stay for longer if a solution is not reached.
Murray and Boreham have been on the SCA board for more than nine years.
ARN’s adjusted offer includes an additional valuation of 10 cents per share which equates to a $25 million dollar increase in the overall bill.
Last week, SCA said it would reject the takeover bid put forward by ARN and Anchorage Capital in October last year, after deciding that it is not in the best interest of shareholders.
This was based on the terms of the bid, with SCA making it clear that it would be “willing to consider any revised proposal which SCA considers to be consistent with the consortium’s initial proposal” and in the “best interest” of shareholders.
In the ASX update, Murray said: “Having joined SCA on the same day as Glen I can attest to the significant contribution he has made over nearly 10 years. Our board and executive team have benefited greatly from Glen’s knowledge and insights his experience in mergers and acquisitions and other corporate transactions and his global networks in the technology and data industries.”
“In the meantime, the board is satisfied that its reduced size and its mix of skills and experience are appropriate for SCA’s current needs. We will review this as SCA’s business and operations including the current corporate activity continue to evolve.”
Boreham added: “I have enjoyed working with the SCA board and executive team which has been innovative and forward-looking in building and growing the LiSTNR digital audio ecosystem to meet the needs of modern audiences and advertisers.”
