Time is running out for Conboy

Austin Conboy, who has made his money in the shipping business, now has his work cut out if he is to make any profit from his challenge to the O'Dwyer brothers' takeover bid for Capital Bars.

In simple terms, Mr Conboy has to have 5.7 million Capital shares in his possession by the close of the offer if he is not to be compulsorily bought out at the O'Dwyer's 21p sterling a share offer. As this column was being written, Mr Conboy had accumulated 4.3 million shares - which is 12.6 per cent of existing shares, but no more than 7.5 per cent of the fully diluted share capital when the 23.5 million shares due to the O'Dwyers are issued.

It was significant that after buying most of his Capital shares at 25p and 26p, Mr Conboy was in the market on Tuesday with bids of 28p, a full 33 per cent premium to the O'Dwyer's offer.

Some in the market see the increased bids from Mr Conboy as a sign of desperation - if he does not make 10 per cent then he can be bought out by the O'Dwyers at a loss of at least 4p per share. As of last Tuesday, his potential losses in the event of being compulsorily bought out were in the order of £170,000 sterling (€290,000).

The key to the outcome is the 5 per cent-odd that has not been committed to the O'Dwyer offer and which Mr Conboy has so far not managed to buy.

In any takeover bid, there are inevitably some shareholders who, for one reason or another, do not respond.

Sometimes the reasons are as simple as addresses having changed, sometimes the holder of shares has died, and in many cases they simply don't bother to read what comes through their letterbox. In Capital's case, it seems that there are more than 100 small shareholders who have still done nothing.

Against that inertia, many doubt whether Mr Conboy will be able to find the 1.4 million extra shares he needs to frustrate the O'Dwyers. Did he make an expensive miscalculation by ignoring the 23.5 million shares that are due to be issued to the O'Dwyers as part of the 1999 Break for the Border deal?