Toll takes action against Patrick executives for “soliciting” rival bid

Toll takes action against Patrick executives for “soliciting” rival bid

Toll takes action against Patrick executives for “soliciting” rival bid

   Toll Holdings Ltd. has commenced legal proceedings against the managing director and chairman of Australian ports and airport operator Patrick Corp., following Friday’s announcement that Macquarie Bank plans to trump Toll’s agreed A$5.81 billion ($4.49 billion) cash-and-share offer at the last minute.
   Melbourne, Australia-based logistics provider Toll said it initiated the proceedings against Patrick's Chairman Peter Scanlon and Chris Corrigan, managing director, for “their role in soliciting the Macquarie proposal for a scheme of arrangement to acquire control of Patrick.”
   Toll is seeking the following orders in the Victorian Supreme Court:
   * “Corrigan and Scanlon comply with their obligations under a legally binding Deed of Agreement entered into between Patrick and Toll.”
   * “Scanlon honor his unconditional commitment to accept Toll’s offer in relation to his personal shareholding.”
   “Toll believes Patrick’s board was soliciting an alternative offer from Macquarie within 24 hours of signing the Deed of Agreement with Toll,” Toll said.
   “If reports are correct that Messrs Scanlon and Corrigan would make large personal cornerstone investments in a Macquarie proposal to acquire Patrick, Toll would consider that to be serious further evidence of their breach of Patrick’s agreement with Toll.”
   Toll’s offer of A$3 ($2.32) cash, plus 0.4 Toll shares for each Patrick share held, is scheduled to close May 12.
   Patrick’s shares dipped 0.89 percent on the Australian Stock Exchange to close today at A$8.90 ($6.88). Toll’s shares, which dropped Friday after Macquarie’s announcement, rallied 4.58 percent to close at A$13.70 ($10.59).