By Gareth Vaughan
The Financial Markets Authority (FMA) is probing the New Zealand links of the mysterious Brit behind a recent high profile, controversial and aborted takeover bid for Aussie retailer David Jones after interest.co.nz brought these to the regulator's attention.
John Marshall Edgar, whose EB Private Equity was behind the tilt at David Jones, appears to be the same John Edgar who registered a company, LBC NZ Limited, in New Zealand last December. And according to a 2002 NZ Herald article, Edgar launched an entity named Goodinvestor.com (whose site now says its domain is for sale) in New Zealand, which aimed to provide mortgages and credit cards online, plus expand into managed investments such as unit trusts, and possibly also insurance and sharebroking.
Companies Office records show Goodinvestor Limited registered as a company in 2001, but has since been struck off. Edgar was the sole director and shareholder. The firm was audited by PwC and posted a loss of NZ$7,391.42 in the year to March 31, 2005, at which point it also had an equity deficit of NZ$7,427.32.
Meanwhile, the Herald article notes an apparent alliance with E-Loan, which was owned by AMP subsidiary Liquid. AMP shut down Liquid in 2003 and E-Loan in 2004.
ASIC probe
Back across the Ditch, the Australian Securities & Investments Commission (ASIC) said July 3 it was probing the David Jones takeover offer.
"ASIC has been monitoring developments closely since the offer was made public on 29 June 2012 and its withdrawal on 2 July 2012," the Aussie regulator said.
"Consistent with its usual practice, ASIC is looking at potential issues regarding disclosure and trading in David Jones stock both by domestic and international parties. ASIC’s priority is to ensure market integrity is maintained and that markets are fair, orderly and transparent and that, if there has been a breach of the law, those responsible are held to account."
Following an interest.co.nz enquiry to the FMA about Edgar and LBC NZ Ltd, an FMA employee emailed back saying our correspondence had been "referred to the appropriate Department within Financial Markets Authority who will consider the details of your email."
"Please keep copies of any documentation you have that you may wish to refer to later. Thank you for bringing this information to our attention."
EB Private Equity describes itself as a Luxembourg and UK real estate and real estate related investor, developer and private equity partner. On its website it gives a brief explanation as to why its "conditional bid for David Jones Limited of Australia" had been withdrawn.
"Our intention was to hold preliminary discussions with the David Jones board while financial partners continued to be approached. Recent unfounded, inaccurate and ill informed publicity around our proposal has made it difficult for these discussions to take place," says EB Private Equity.
"Our proposal was made in an effort to engage with the board. However, the board has made it clear it does not intend to engage in these discussions based on our proposal. This is our only statement on this matter and we are not giving further interviews and comment in any way."
David Jones couldn't find any info on EB Private Equity after 'hit and run'
Quizzed on its disclosure around the offer by the Australian Securities Exchange (ASX), David Jones said the offer had come via an unsolicited letter and was highly conditional, uncertain and an incomplete expression of interest.
"The company subsequently undertook inquiries in relation to publicly available information in relation to EB Private Equity and was unable to obtain any meaningful information in relation to it. That remains the case today." See the full correspondence between David Jones and the ASX here.
Meanwhile, in a Sydney Morning Herald article entitled DJs bid made by man from nowhere journalist Elizabeth Knight probed events around the offer, noting Edgar "leaves almost no corporate trace."
In the space of a week, John Marshall Edgar - an unknown 42-year-old Scottish punter - appears to have perpetrated one of the most damaging takeover stunts in Australia's corporate history. A hit-and-run with no sign of corporate number plates.
His target was shareholders in the grand dame of Australia's retail industry, David Jones, and from what Weekend Business can piece together, the motive is what most are now calling market manipulation. It has the classic hallmarks of ''buy on an engineered rumour and sell on fact''.
Question marks remain over whether that part was a success. This will be determined by the corporate regulator.
Edgar leaves almost no corporate trace. Domain searches of his bidding vehicle, EB Private Equity, reveal he is behind a series of £1 defunct companies - most of which were co-directed by what appears to be his 84-year-old mother.
His claim to fame is marketing a diamond-encrusted $6 million bottle of Halal non-alcoholic ''whisky'' (the existence of which cannot be established). His various phone numbers lead to a dead end, his private equity company is a post office box in Britain's Newcastle-Upon-Tyne, and his last stated residential address is a pokey flat above a shop in a low-rent area of Scotland.
Incorporated on December 19 last year, LBC NZ Limited lists John Edgar of 58 Low Friar St, Newcastle, NE15UE , United Kingdom as its sole director and shareholder.
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