Cordiant soap opera reaches final episode

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The Independent Online

The bizarre bid battle for Cordiant, the advertising group, reaches its denouement today with a series of shareholder meetings that will decide its fate.

Cordiant investors will gather at the Institute of Directors building on London's Pall Mall to vote in four separate mini-meetings which will be held consecutively. The meetings should end a tortuous bid saga that has involved a Syrian chess Queen, French media barons and public rebukes from the Takeover Panel.

WPP, the UK media group, is expected to succeed with its £266m bid for the company. However, some analysts do not rule out a final twist being delivered by Active Value, the fund management group that has 29 per cent of Cordiant's shares.

But one banker said: "Personally, I think it will all be over and WPP's offer will be voted through. I just can't see what Active Value can come up with."

The first meeting of Cordiant shareholders is at 8.45am and is to decide on the proposed £26m sale of Financial Dynamics, the City public relations firm, to a management buyout group backed by Advent. That resolution is expected to go through.

At 9.15am there is a court-administered meeting to approve WPP's scheme of arrangement, which requires the acceptance of 75 per cent of Cordiant's shareholders. This will be followed by an emergency meeting of shareholders to approve the previous vote.

Finally there will be a vote on Active Value's resolutions. These include the replacement of Cordiant's executive directors - Nigel Stapleton, David Hearn and Andy Boland. Other resolutions are to recapitalise the company and that the board does not recommend a takeover at close to the current price, which values the equity at £10m plus £256m debt.

If Active Value votes against the WPP takeover, it is thought Cordiant will be pushed into administration later today. However, it is possible Active Value will propose a financial reconstruction of the company, or a fresh takeover proposal. This is seen as a long-shot.

One further permutation is that Active Value will support the WPP takeover but then vote to remove all the Cordiant executive directors. This would leave the company being run by its non-executives until the WPP deal is completed on 1 August.

It is unclear how Nahed Ojjeh, the Syrian-born millionairess, will vote her 10.95 per cent stake. It is thought unlikely she will attend today's meetings.

One further point of confusion is whether there is any role yet to be played by Publicis, the French media group which was outbid by WPP in the battle for Cordiant.