19th Jan 2015 13:25
LONDON (Alliance News) - The boards of Beale PLC and English Rose Enterprises Ltd on Monday said they have reached agreement on a discounted cash offer for Beale which will value the department store company at just GBP1.2 million, a culmination of a long-running battle with shareholder Andrew Perloff, who is behind English Rose.
Under the terms of the deal, Beale shareholders will get 6 pence per share in cash, a discount of around 48% to the closing price of 11.5 pence on January 16. Beale shares plunged lower on the news and were down 47% to 6.1 pence in early afternoon trading.
The board of Beale, which runs the Beales department store, said it considers the offer to be "disappointing" and said that under different circumstances it could have achieved a higher price.
But, it said, the complex capital structure of the business imposes a number of restrictions on the company as regards securing new financing, meaning it believes shareholders should consider the offer carefully and may wish to accept the bid dependent on individual circumstances.
English Rose is headed by Andrew Perloff, the head of Panther Securities and a major shareholder in Beale via Panther, the Maland Pension Fund, of which he is the sole beneficiary, and a personal holding. Perloff holds a 19.85% stake in Beale through Panther, an 8.71% stake through Maland and a further 1.16% alongside his wife. In total, he has a 29.72% stake in the business.
Perloff is a prominent donor to the anti-immigration UK Independence Party and a former donor to the Conservative Party.
In July, Perloff launched a vitriolic attack on Beale after the company removed Panther's representative, Simon Peters, from his position on its board.
After first detailing Panther's ownership of the freeholds on sites from which Beale trades, and noting the GBP1 million loan Panther has provided to Beale, Perloff issued a list of viewpoints he held about how to conduct business.
He said: "I have long held the view that: 1) It is foolish to upset your landlord; 2) It is foolish to upset those that provide you with finance; 3) It is foolish for a quoted company to upset its largest shareholder; and 4) It is foolish to sack a director who is knowledgeable, well connected and who does not charge a salary or any expenses."
Perloff added that "in one fell swoop, Beales has managed all of these, which must be some type of record! It is hard to understand their logic."
By Sam Unsted; [email protected]; @SamUAtAlliance
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