Minority shareholders in Pact Group Holdings who rejected a bid to privatise the packaging group are facing the prospect of their share being delisted from the Australian Securities Exchange (ASX), but at least one has vowed to fight.
Pact (ASX: PGH) announced on Thursday it would hold an extraordinary general meeting (EGM) of shareholders on 12 June 2025 to seek approval for the delisting.
The company, 88% owned by billionaire Executive Chairman Raphael Geminder, said the reasons for delisting were its concentrated share register, low share trading levels, listing costs and burden of compliance with listing requirements.
“The Board considers that a delisting would enable PGH to focus more on its business operations and on delivering on its long-term business objectives,” Pact said in an ASX announcement.
The company said delisting was canvassed extensively in documents sent to shareholders during a protracted takeover process in 2023 and 2024 under which Geminder lifted his stake from about 50%.
Although the $289 million buy-out was rejected by independent directors, they also highlighted the risk of delisting even if Geminder did not reach 90% ownership.
Pact said that as the EGM would be more than 12 months after the close of the takeover, Geminder and associates would be entitled to vote on the delisting resolution, something that minority shareholder Raper Capital is resisting.
Founder Jeremy Raper plans to write to the ASX and the Takeovers Panel and ask that Geminder’s entities be prohibited from voting their shares.
“The announced delisting by Pact Group’s majority shareholder (Geminder) represents just the latest event in a long catalogue designed to disenfranchise and expropriate value from minority shareholders,” Raper was quoted in the Australian Financial Review as saying.
In an update, Pact said underlying earnings before interest, tax, depreciation and amortisation (EBITDA) and underlying EBIT for the continuing operations for the first nine months of the 2025 financial year were up 2.1% to $181.5 million and 7.7% to $99.9 million.
The company also said it had appointed an advisor to review its Asian packaging and closures business, (part of the Packaging & Sustainability segment, including the potential divestment of that business.
At the time of writing, Pact shares were trading at 90 cents, down 1.5 cents on the day, which capitalises the company at $309.86 million.
