David Baazov’s intriguing attempt to acquire the Amaya Group may have been complicated by the leak of a highly critical letter from major shareholder Jason Ader’s SpringOwl Asset Management.
The Amaya board, to whom the letter is addressed, have not yet responded, but they would be wise to remember the furore that activist investor Ader created with Bwin Party Digital Entertainment prior to its takeover by GVC, when a bitter fight for boardroom seats finally resulted in Ader pretty much getting what he wanted (see historical reports).
The Amaya letter is equally direct in damning the Baazov offer and suggesting that it may be unwise to continue in a relationship with the former Amaya CEO, given his recent run-ins with the Quebec securities authorities.
Among Ader’s complaints is that Amaya has not communicated well with shareholders; there are concerns over corporate governance decisions, and unhappiness with certain strategic initiatives.
There are recommendations on how Ader thinks the board could grow the business and improve governance issues. For one, Ader believes that Baazov has too much influence with his large shareholding – almost a fifth of the total – in the company.
He is also critical of the manner in which the company – and the bid – have been managed, pointing to the failed talks with William Hill, a decline in the share price, the threat of Kentucky’s $870 million court judgement still hanging over the company, and the impact of Baazov’s troubles on Amaya’s corporate reputation.
The communication goes on to critically analyse and comment on Baazov’s bid, which Ader believes undervalues Amaya, and questions whether this is the right time to sell the company, given the progress that has been made in its diversification drive.
Ader appears to have confidence in Amaya if it can distance itself from Baazov, perhaps putting his shares into a trust. He also feels that other interested bidders may be available if they felt they were competing on a level playing field…and he is opposed to the company funding Baazov’s legal problems.