Break for the Border approves O'Dwyer deal

The battle for control of Break for the Border between rival Dublin publicans - Mr Hugh O'Regan in one corner and the O'Dwyer…

The battle for control of Break for the Border between rival Dublin publicans - Mr Hugh O'Regan in one corner and the O'Dwyer brothers, Liam and Des, in the other - has ended in an emphatic victory for the O'Dwyer's.

An extraordinary general meeting of Break for the Borders shareholders voted yesterday to go ahead with the deal with the O'Dwyer's, which will see the two brothers sell six Dublin pubs and hotels to Break for the Border for £4.4 million in cash and £10.2 million in Break for the Border shares.

The share issue will see the O'Dwyer brothers end up with a 46 per cent stake in Break for the Border, giving them effective management control with Mr Liam O'Dwyer becoming chief executive of the enlarged group.

Yesterday's e.g.m. in favour of the O'Dwyer deal was preceded by a weekend of hectic meetings between Break for the Border and its advisers after Mr O'Regan's Thomas Read group last Friday raised its indicative offer from 45p to 50p sterling a share - an offer that was increased once again yesterday morning to 55p sterling a share. This valued Break for the Border at just more than £16 million sterling.

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But in a calculated gamble, Mr O'Regan also went into the market for Break for the Border shares and bought 2.2 million shares from the British group's former chief executive, Mr Ian Howard, for 50p a share or £1.1 million. This gave Mr O'Regan a 6.5 per cent stake in Break for the Border before the extraordinary general meeting began in London at 11 a m yesterday.

That meeting was immediately adjourned, with Break for the Border then having talks for the first time with Mr O'Regan and some of BFTB's institutional shareholders. Those discussions did not last very long and within a couple of hours, the e.g.m. reconvened to approve the deal with the O'Dwyer's.

Mr O'Regan was not available to talk about these discussions, but in a formal statement he said: "I am disappointed. We made a serious proposal of 55p per share for Break for the Border which we think would have been attractive to Break for the Border shareholders. I do believe they should have an opportunity to look at both options in more detail. The Break for the Border has decided that this is not appropriate, so Thomas Read is withdrawing its provisional offer."

But sources close to Break for the Border said that institutional shareholders had opted for "the bird in the hand rather than two birds in the bush". It is understood that, while not saying so directly, the O'Dwyer brothers gave a clear indication that they would walk away from their deal with Break for the Border if it was delayed. "The shareholders were afraid the O'Dwyer's would walk," said one source.

The merging of the Break for the Border and O'Dwyer interests will create a chain of 10 pubs and hotels in Dublin, with three other outlets in the UK. In Dublin, Break for the Border operates the bar of the same name on South King Street, Major Tom's, Sinnotts and the trendy Cafe en Seine in Dawson Street.

The venues the O'Dwyer's will be adding to the merged group, are O'Dwyer's on Mount Street, The George - Dublin's main gay bar, Bad Bob's, the very trendy Zanzibar, the Rathmines Plaza Hotel/Savannah Bar and the Trinity Plaze Hotel/Fireworks Bar.

Part of the deal will see Break for the Border renamed as Capital Bars, its head office relocated to Dublin to take advantage of lower tax rates and a secondary listing on the Irish stock market to add to its primary listing in London.

For Mr O'Regan and his Thomas Read group, the collapse of the takeover bid for Break for the Border is a major blow. A successful bid would have created an enlarged group which would have been the undisputed leader in the Dublin pubs and clubs market - a combination that many believe would have led to a stock market listing in the next two or three years for Thomas Read.

Mr O'Regan can content himself, however, that he still has his own highly profitable chain of bars - soon to be expanded with the addition of the Dublin Airport bar concession. He is, however, showing a loss of £187,000 on the Break for the Border shares he bought over the weekend at 50p sterling - the shares closed on 41p sterling yesterday.