Lanark Mart board looks set to lose takeover battle

suggest that the present board are about to lose out.

Earlier this week, the directors of Lawrie and Symington strongly

advised shareholders to ignore a takeover bid by the Edinburgh

investment company Caledonian Trust on the basis that the bid of 7p per

share, or a range of share and loan options, was ''neither realistic,

nor attractive.''

In the meantime, it has now emerged that Caledonian Trust require only

just over 15% acceptance from shareholders before they can claim

control.

This news comes in the wake of an oral agreement between Caledonian

Trust and the Elliot of Harwood Trust for the transfer of almost 1.2

million shares, some way in advance of the 64p offered in June by the

board of Lawrie and Symington to buy-in what represents a stake of over

32% in the company.

In their bid, Caledonian Trust detail the advantages of selling out,

and also advised farmers that all their queries would be answered on a

''hotline.'' From his office in Edinburgh yesterday Douglas Lowe, chief

executive of Caledonian Trust, said: ''Our hotline has been exceedingly

busy, and indeed we have had visits from several shareholders -- as well

as a number of calls from professional advisers acting on behalf of

interested parties.''

The bid, running to a document of 56 pages, reviews in some detail the

current state of the livestock auctioneering industry in Scotland. ''The

value of stock passing through Scottish auctioneers has fallen by over

40% in real terms in recent years, although there was a slight recovery

to a 38% fall in 1993, due to the much higher prices in that year --

primarily caused by the steep decline in the value of the pound in late

1992.

''If nothing else changed, this huge contraction in real turnover over

the last 10 years would have resulted in an approximately equal

reduction in profits, as marginal costs are very low. Fortunately for

the industry, change has been effected. This has been done in the better

firms by management, and in the poorer firms by circumstances.''

Caledonian Trust have chosen John Swan and Sons plc as an example of

how they see an auction company should be run. ''Swan's, during the past

five years, reported pre-tax profits with a bumper #376,000 in 1994.

''Lawrie and Symington, by contrast, only report #23,000 in this

bumper year, after #59,000 of asset sales and a trading position of a

#185,000 loss before asset sales, interest, and rent. Unless very

significant changes are made at Lawrie and Symington, the trend to lower

stock prices in 1994 has very serious implications.''

Mr Lowe has reservations over the plans of Lawrie and Symington to

buy-in the Elliot Trust shares. He said it was also very difficult to

see how a company in clear and obvious need of investment can afford to

buy-in its own equity.

Mr Lowe also discounted all suggestions that his company plans to

asset strip Lawrie and Symington. ''We are not going to close the

company down. There is so much potential just waiting to be realised in

the auction business.''

Caledonian Trust, in the bid, seek to remove virtually the entire

board of current directors, with the exception of the managing director

Iain Thomson, and leading farmer director Michael Clark, whose father

was previously in charge at Lanark for many years.

In terms of their obligations, it would now appear that the board of

Lawrie and Symington -- as with the directors of the William Low

supermarket chain in that recent takeover -- must seriously consider the

advice which they give to shareholders.