6 questions asked at 2024 Task takeover meeting
July 4, 2024
Below is the text of the 6 written questions lodged at the Task Ltd scheme meeting to approve a $310m takeover by US firm PAR Technology on July 8, 2024.scheme meeting. I was the only questioner at the 22 minute meeting and below is a summary of the overly brief answers provided and some audio links by Twitter. There was a subsequent EGM at hour the scheme meeting approving two executive incentive grants - see text of 4 questions asked at that meeting.
Q1. Why did we adjourn last week's scheme meeting by a week when nothing changed in terms of the offer and there was no material protest vote today. Was this just the lawyers being super-conservative or were we prompted to do this by ASIC? What and who caused this last minute inconvenient delay?
Answer: Chair Bill Crichton said it was a conservative legal view, not ASIC, which prompted the move - listen to audio of exchange via Twitter.
Q2. The last Task annual report claims we've got 14,072 shareholders yet the proxies disclosed to the ASX this morning showed that only 135 of them voted by proxy. Why didn't we try harder with our solicitation campaign to get a bigger turn out than just 0.95%? Is it acceptable that less than 1 in 100 of our shareholders voted to approve this $310m takeover deal?
Answer: listen to audio of exchange via Twitter.
Q3. Did any of the 6 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS, ASA and the New Zealand Shareholders Association - make a recommendation on today's resolution? If so, what did they recommend? Thank you for disclosing the proxy votes to the ASX along with the formal addresses showing there have been no material protest votes?
Answer: None took a view - listen to audio of exchange via Twitter.
Q4. The Australian media and markets have been transfixed by the recent float of Guzman y Gomez which claims to have developed its own great proprietory tech systems. Do either PAR of Task currently have any commercial dealings with Guzman?
Answer: Chair said they are a client, but offered no colour - listen to audio of exchange via Twitter.
Q5. What is the split between cash and shares likely to be and why were small Task shareholders banned from taking up the PAR scrip offer. Could you have made the cut off higher or did PAR not want the hassle of taking on thousands of Australasian retail shareholders? Did you try to negotiate for PAR to become dual listed in Australia?
Answer: Dismissed by the taciturn chair - listen to audio of exchange via Twitter.
Q6. Australia is currently in the midst of an unprecedented deluge of takeovers that has contributed to listed entities on the ASX falling by 7% since January 2023, including 16 months straight of declines. The ASX is losing long standing names such as CSR, Boral, Blackmores, Alumina, Coca Cola Amatil, Sydney Airport, Invocare, OZ Minerals, Newcrest Mining, Crown Resorts and Ausnet, which have all disappeared over the past 3 years. And now we're losing Task too, before really getting a chance to know her since she arrived from New Zealand only last year. Does the chair think this is a problem for the nation and the ASX?
Answer: Chair failed to bite - listen to audio of exchange via Twitter.
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