Raper Capital taps watchdog to freeze Pact Group founder’s EGM vote

Activist investor (and former Goldman Sachs banker) Jeremy Raper, head of Raper Capital, has tapped the Takeovers Panel to look into Pact Group Holdings’ (ASX:PGH) proposed ASX de-listing.

Raper has effectively accused Pact Group Holdings of offering to the market a false and misleading rationale for de-listing. He also wants majority shareholder Bennamon (88% stake) – owned by Pact founder Raphael Geminder – to be restricted from voting on that move at an upcoming EGM.

Mr. Geminder, a Melbourne-centric billionaire, is the founder of Pact Group. And what’s maybe more interesting, he’s also the brother-in-law of Anthony Pratt. But that’s neither here nor there.

While Takeovers Panel applications can sometimes be dry reading, Tuesday’s application from Raper was somewhat more straightforward. He additionally alleges “the Board is not acting in the best interests of shareholders in endorsing the Proposed Delisting.”

Quite a charge. In his ideal world, the Takeovers Panel will stay the EGM and disallow Bennamon from doing anything about it while it investigates his allegations that, in pub speak, there’s funny business afoot.

And this was clearly spelled out in a letter Jeremy wrote to the ASX itself on May 1 – which he also promoted on his Twitter/X account.

That letter outlines the nature of his grievance right off the bat – the man holds shares (currently just short of $600,000). But here’s the sensational bit:

“On an examination of the evidence, none of the purported benefits of a delisting … so claimed by the Board exist; and the only beneficiary of such an outcome would be one man,” Raper wrote in his May 1 letter.

Before we go on, there is perhaps a larger context to be acknowledged. For the purposes of visual aid, see a 5Y line chart of Pact’s share price performance.

“In reality, this ‘voluntary’ delisting represents just the final act in a long, lamentable catalogue of coercive behaviours orchestrated by Mr. Geminder that, if allowed to conclude, will irreparably harm minority shareholders,” Raper continued in his letter.

Those minority shareholders come up a lot in Raper’s letter to the ASX. But, typical for activist investors, it is with a comment on the securities exchange operator itself Raper concluded his May 1 letter:

“In the wake of the James Hardie farce, where many investors suggested that the ASX abrogated their responsibilities to protect investors, I believe it is imperative that the ASX discharges its duties in this case with renewed determination.”

Loud and clear.

PGH last traded at 89cps.

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