Hours after Zeal Network said it had no plans to postpone its January 18 shareholders meeting, when it hopes to confirm its takeover of Lotto24, Lottoland – a shareholder in Zeal and public objector to the acquisition – has accused Zeal of pressurising shareholders.
In a statement released this afternoon, Lottoland Holding confirmed its 4.01 per cent shareholding in Zeal Network and criticised the grounds given by Zeal for not postponing the planned meeting.
The statement from Lottoland, which can be read in full here, said: “Lottoland believes the statement made earlier today by Zeal in respect of an applicable ‘cooling-off period’ is incorrect. Zeal inaccurately stated that a postponement of the general meeting, planned
for January 18, 2019, would result in a ‘termination of the planned takeover bid for Lotto24 and a cooling-off period of 12 months before a potential new bid could be made,
due to German takeover law and process framework for the transaction’.”
However, “Zeal is trying to put undue pressure on Zeal shareholders,” Lottoland said.
It continued: “Pursuant to independent advice received by Lottoland, the postponement of the general meeting is not likely to trigger a 12-month cooling-off period, as the German Federal Financial Supervisory Authority will generally grant an exemption from a cooling-off restriction provided the offeror (Zeal) applies for such exemption and the offeree (Lotto24) consents to it.
“There is not legitimate reason for this not to be the case in this instance,” said Lottoland.
Lottoland then called again for the meeting to be delayed so that it can publicise its alternative offer and so that shareholders have time to consider the responses to the questions about the transaction raised by Lottoland CEO Nigel Birrell earlier this week (Zeal’s response to which can be read here).