South Australian businessman Rob Gerard might be one of South Australia’s richest men, but he has kept a relatively low national profile since 2005, when he quit the board of the Reserve Bank over revelations about a dispute with the Australian Taxation Office.

Two things have bought Gerard, who is valued at $215 million on BRW’s Rich 200, to national attention in the past two years: his decision to buy in to A-League soccer club Adelaide United, and the float of his family’s manufacturing group, Gerard Lighting.

The company hit the boards in April 2010 in a $177 million float. But just two years on, it has been revealed that Gerard Lighting’s days on the ASX are limited — although not without some potential controversy.

On Wednesday the company announced it has agreed to a takeover offer from private equity firm Champ Private Equity that values the group at $186 million. The family owns a 52% of Gerard Lighting. Priced at $1.05 a share, the deal looks like a no-brainer for Gerard shareholders, in the absence of a higher bid.

The company, which only listed in 2010, has seen its share price fall from a high of 93 cents to a low of 65 cents in the past 12 months as question marks have been raised over its specific performance and the performance of the building industry and, especially, the building materials sector.

Gerard is battling a strong Australian dollar that is making imports much cheaper, and a sharp, pro-longed downturn in residential construction. In addition to these concerns, the company warned that profit would be at the low end of its guidance of $17.5 million to $18.5 million.

Champ’s $1.05 bid represents a 40% premium to Gerard Lighting’s closing share price from last Friday, which was 75 cents. But that’s where it gets a bit complicated.

Gerard Lighting shares were still trading on Monday and jumped 7% for no apparent reason — the takeover was still two days from being announced, remember —  with trading volumes one-and-half times higher than the average for the past month.

A report in The Australian Financial Review suggested the spike had attracted the attention of the Australian Securities and Investment Commission, which will no doubt be determined to find which investors knew what and when.

We’ll wait and see how that pans out, but meanwhile it is interesting to consider how the family has pulled off what is an unusual two-stage exit strategy.

First came the IPO, which helped Gerard Lighting raise about $85 million to pay down debt. Second came the private equity deal, which means the family gets out with $90 million in cash.

Arguably, shareholders who bought into the float at $1 a share have got out with only a minimal return.

Still, in the current environment, where structural change is ripping through the manufacturing sector, it might not be a bad result.

*This article was first published at SmartCompany

Peter Fray

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