The outcome of a vote to decide the future of Tech Resources Ltd. was undecided on Tuesday, suggesting the outcome was too close to being called a day before a shareholder meeting the Vancouver company could use to officially launch its breakup plan. .
According to a source close to Tech, the company’s top executives were in the dark about which way the vote would go at noon Pacific time, and at that point nothing could be speculated. The Globe and Mail is not identifying the source, who was not authorized to speak on behalf of the mining company.
Tech did not comment. Glencore Pvt Ltd, which made an offer to merge with Tech last month. He was in the dark on the outcome of the vote on Tuesday.
Canada’s largest multinational mining company, Teck, has asked shareholders to approve the split into two separate metals and metallurgical coal businesses, each with its own stock market listing.
Tech will need two-thirds of each super-voting Class A shares (100 votes each) and single-voting Class B shares to set the plan in motion. The former will be overseen by Tech Chairman Emeritus Norman B. Kivil and in Japan it is Sumitomo. The latter are widely held and represent the majority of the company’s equity.
The lack of results suggests that Tech is angling for “yes” votes in its effort to approve a radical restructuring plan. The China Investment Corporation, which was undisclosed on Tuesday, was the voting target of the sovereign wealth fund, which owns 10.3 percent of Tech B’s shares. If the CIC rejects Tech’s proposal to divest, Tech will find it very difficult – perhaps impossible – to win a two-thirds majority.
Kingsdale Consultants is responsible for counting the votes and reporting the results to Tech. The Globe reported on Monday that there was a huge discrepancy between receiving the votes and calculating the scorecard due to various administrative snafus.
The deadline for proxy votes was noon PDT on Monday. After that point, it’s Tech Chair Sheila Murray who decides whether or not to accept any new votes.
Investors holding shares on March 7 are eligible to vote. Some investors are “over-voting” their shares by voting holdings they acquire after the registration date. Investors who have not yet voted are eligible to vote if they attend Wednesday’s meeting of shareholders.
Investors were allowed to change their votes up until the proxy deadline, but their numbers did not immediately reflect any “reversed” votes. The lag time means that a transcribed vote may not be entered into the ledger after several hours.
In addition, at least one major shareholder said his vote was not properly recorded. Adding to the confusion behind the scenes. The vote of the Canada Pension Plan Investment Board originally appeared without a vote on its website. It has since changed to a yes vote. CPPIB spokesman Frank Switzer said the pension fund’s vote was entered in error due to a “technical error”. CPPIB owns 0.23% stake in Tech.
If Tech feels he’s lost his voice, he can’t afford to hold the meeting and be embarrassed by the public’s failure. If so, Tech is expected to postpone the vote.
Glencore said it was prepared to revise the $23 billion merger offer, representing a 22 percent premium, if the vote goes against Tech. Glencore wants to combine its base metals operations with Teck, then create a separate company that would hold Teck and Glencore’s metallurgical and thermal coal operations.
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