Navitas founder Rod Jones has stepped down from the board to manage his conflict of interest in relation to the $2 billion indicative takeover proposal for the education services company.
The bidding consortium comprises Melbourne-based BGH Capital, Australian Super (currently a 5.4 per cent shareholder) and Mr Jones (a 12.6 per cent shareholder).
“This decision enables Mr Jones and Navitas's other directors to manage the conflict of interest between Mr Jones' role as a non-executive director of Navitas and his involvement in the BGH consortium and the indicative proposal,” the company said in a statement to the ASX last night.
“Mr Jones has indicated that he wishes to be reappointed as a non-executive director of Navitas in circumstances where the indicative proposal does not proceed and the agreement between BGH Consortium members (previously announced) has terminated and he is not otherwise involved in any other change of control proposal or other material transaction involving Navitas.
“The current board has agreed that if Mr Jones seeks reappointment in the absence of the circumstances noted above, it will reappoint him as a non-executive director of Navitas, as long as he provides a duly signed consent to act as a director, together with all other appointment materials (including agreement to comply with all Navitas policies and procedures as they apply to all directors).”
Mr Jones, who stepped down as managing director earlier this year but continued as a non-executive director, has been on leave from the board.
Shares in Navitas were down 0.58 per cent at $5.16 each at 12.45pm AEDT.
The offer is priced at $5.50 cash per share, valuing Navitas at $1.97 billion.