공시 • Oct 22
Pact Group Holdings Ltd Announces New Board Appointments Pact Group Holdings Ltd. announced effective 22 October 2024: the appointment of Mr. Raphael Geminder as Executive Chair and the appointment of Mr. Michael Wachtel as Deputy Chair. The Board believes that expanding Mr. Geminder's role to be an Executive Chair is in the best interests of the Company. In particular, the Board is of the view that Mr. Geminder brings strategic value to all aspects of the Pact business. Pact will continue to benefit from Mr.Geminder's long- standing experience of the Company's operations and business relationships as he formally expands his role to include an executive remit working alongside the CEO. The Board is conscious that there are a number of related party dealings between Pact and its controlled entities (the Group) and interests associated with Mr. Geminder. In addition, the Board recognises the potential for perceived or actual conflicts of interest to arise as a result of the recent appointment of Nick Perkins and Tristan Smith as Non-executive Directors (nominated by the Company's majority shareholder). Pact has robust systems in place to monitor and govern conflicts and related party transactions and to ensure compliance with the Corporations Act 2001 (Cth). With Mr. Geminder's appointment as Executive Chair, the Board has determined that independent Non-executive Director, Mr. Michael Wachtel, be appointed as Deputy Chair. Mr. Wachtel will fulfil the role of Chair when considering matters in which Mr. Geminder has an actual or perceived conflict of interest. Role type for Raphael Geminder is Part time. Key Responsibilities include: Guide Company strategy, oversee governance, and lead the Board. Focus on Company vision and values. Identify growth, M&A, partnership and alliance opportunities. Benchmark industry performance. General communication with key stakeholders government, industry, investors, Pact employees. Key Chair to Chair/CEO customer relationship maintenance. Oversee the CEO's performance and guide decisions. Indirect authority over operations. 공시 • Sep 25
Pact Group Holdings Ltd Announces Appointment of Non-Executive Directors Pact Group Holdings Ltd. announced, effective 25 September 2024, the appointment of Mr. Nicholas (Nick) Perkins and Mr. Tristan Smith as Non-executive Directors of the Company. Perkins and Smith are nominees of Kin Group Pty Ltd. (Kin Group), a company which is ultimately controlled by the Geminder family. The Company's Chair, Raphael Geminder, and associates (including Kin Group, Salvage Pty Ltd. and Bennamon Industries Pty Ltd) hold a relevant interest in Pact of 88.04%. Perkins is the Chief Executive Officer of Kin Group. Kin Group is a diversified, global, long-term focused investor with offices in Melbourne and New York. Mr. Perkins has held a variety of roles within Kin Group, and its subsidiary businesses, for over 19 years, including 10 years as the General Counsel of Pact Group. Mr. Perkins serves on the Board of The Reject Shop and is a member of their Audit & Risk Committee and People & Culture Committee. He also holds a number of advisory and board positions across Kin Group's portfolio investments. Mr. Perkins holds a Bachelor of Arts and Bachelor of Laws from the University of Melbourne and is a Graduate Member of the Australian Institute of Company Directors. Smith is a Chartered Accountant and the Chief Financial Officer of Kin Group. Smith joined Kin Group in 2019 after nearly 20 years working globally with Ernst & Young and holds a number of advisory and board positions across portfolio investments spanning Kin Group's packaging, food and property portfolios. Mr. Smith holds a Bachelor of Commerce degree and a Master of Commerce degree from Macquarie University and is a member of Chartered Accountants Australia and New Zealand. Following the appointments, the Board comprises six directors, including two independent Non-executive Directors, three Non-executive Directors and one Executive Director. 공시 • Jun 10
Raphael Geminder Fails to Wrap Up $234 Million Pact Buyout Billionaire Raphael Geminder's attempt to complete a $234 million off-market buyout of packaging company Pact Group Holdings Ltd. (ASX:PGH) is set to fail, despite 13 extensions of his offer. The bid was launched in September last year by Mr. Geminder's Bennamon Industries Pty Ltd, a wholly owned subsidiary of Kin Group, which is his family office. Mr. Geminder founded Pact Group and is the brother-in-law of Australia's richest man, -Anthony Pratt. At the time of the takeover bid, he owned 50% of the company's shares. The offer was improved in -December from 67.5¢ a share to 84¢ - a 24% premium on his original price. This allowed Mr. Geminder to build his stake to 87.86% on 07 June 2024, still under the 90% threshold needed for compulsory acquisition of the remaining shares. Pact shares ended trade at 84c each ahead of the offer's scheduled close at 7pm on 07 June 2024. The stock will be in focus when market trade resumes on June 11, 2024 morning. A major hurdle in the takeover bid has been the former owners of coat hangers and retail security tags company Tic Group, David Harris and Mark Gandur, who are in a long-running dispute with Pact over a $30 million earn-out payment. They have been accumulating shares and refused to sell their combined stake of 6% into the takeover. The dispute is headed for a trial in April 2025 in the Victorian Supreme Court. After the launch of the 14th offer on April 30, Kin Group said it was the ‘best and final offer’ and there would be no further extensions to the offer period. The company reiterated that it intended to seek to implement a number of significant changes to how Pact was governed and managed. Kin Group also intends to apply to delist Pact from the ASX which it will be able to do so in 2025. Given Kin Group owns more than 87% of the company it is likely that this resolution will be carried - irrespective of whether Pact Group has more than 150 shareholders with holdings of at least $500. 공시 • May 06
Geminder’s Pact Offer Set to End in Stalemate Billionaire packaging businessman Raphael Geminder has finally declared his long-running takeover offer for packaging company Pact Group Holdings Ltd. (ASX:PGH) as the “best and final” bid, to close on June 7, but that will leave him stranded on 87.42% of the company and just short of compulsory acquisition. Mr. Geminder had been powering towards the finishing line of gaining 90% of the company, intending to then delist it from the ASX and privatise it, but just before he could declare victory two businessmen – who are also involved in a separate legal dispute with the billionaire – scooped up a 6% stake and seem to have scuttled the entire takeover. Issuing his 13th supplementary offer after launching the $289 million takeover bid in September, Mr. Geminder’s Bennamon Industries on May 3, 2024 declared the offer final and said it would close on June 7. However, Mr. Geminder remains stuck at 87.42%, with rebel shareholders holding 6% and the remaining investors unwilling to sell at the takeover price of 84c per share. The intervention of business partners David Harris and Mark Gandur, who now control 6% of Pact, has been a thorn in the side of Mr. Geminder. Mr. Geminder’s 13th supplementary bidder’s statement said that if Bennamon Industries hadn’t secured 90% acceptance of the takeover offer by June 7, it would seek a shareholder vote 12 months after the bid ends to take the company private. This could leave the dwindling number of shareholders in Pact holding stock in an unlisted public company. If a vote was held 12 months after the takeover ends – around June 2025 – Mr. Geminder would be able to vote his stake in favour of a delisting. Shares in Pact last traded at 84.5c. 공시 • Feb 08
Pact Group Holdings Ltd(ASX:PGH) dropped from S&P Global BMI Index Pact Group Holdings Ltd(ASX:PGH) dropped from S&P Global BMI Index 공시 • Sep 15
Bennamon Industries Pty Ltd made an offer to acquire Pact Group Holdings Ltd for AUD 117.05 million. Bennamon Industries Pty Ltd made an offer to acquire Pact Group Holdings Ltd for AUD 117.05 million on September 13, 2023. Macquarie Capital is acting as financial adviser and Ashurst is acting as legal adviser to Kin Group.