Bapcor has launched a 100% bid for 100% of Hellaby at $3.30 a share but shares were trading at $3.33 yesterday, which Mr McIntyre said indicated retail investors believed the company was worth more than Bapcor was offering.
Hellaby Holdings reiterated its call for shareholders to not sell their shares as it yesterday appointed Grant Samuel as an independent adviser to report on the merits of the Bapcor bid.
Bapcor had locked in nearly 30% of the company at $3.30, mainly through Castle Investments' 27% stake of 26million shares.
Mr McIntyre said having the lock-in was important to large shareholders such as Castle and ACC because if they tried to sell the 26million shares, or 750,000 shares in the case of ACC, the price would be suppressed.
However, that was not so important for a retail investor with 5000 or 10,000 shares as they could sell on any day they chose without affecting the price.
Liquidity of shares had been an issue for Hellaby for a long time. Until the Bapcor transaction was announced, the average turnover for Hellaby shares was $200,000 a day, Mr McIntyre said.
``The market is now saying to Bapcor it's time to pay more to get this deal across the line.
``The trouble is, Bapcor can't just do it for retail investors. It has to do it for the lot.''
Hellaby chairman Steve Smith said yesterday the preliminary view of the independent directors was the offer from Bapcor was opportunistic and did not represent fair value for Hellaby.
The directors recommended shareholders did not sell their shares or enter into any commitment to accept the proposed offer, pending further communication from Hellaby.
``Hellaby has a clear focus on growth and improving financial performance.''
Under new chief executive Alan Clarke, Hellaby had recently embarked on a new strategy with a targeted focus on two core business groups - automotive and resources services, Mr Smith said.
Those were both highly respected market leaders operating in multibillion-dollar markets and the board believed they offered significant long-term opportunities and value for the company.
Growth strategies had been developed for each business group, he said.
``While some of these are at a relatively early stage, the board considers the strategies are likely to create significant value for Hellaby over coming years.''
The board had also appointed specialist legal advisory firm Harmos Horton Lusk, and investment bankers Forsyth Barr, to assist in evaluating and responding to the offer, Mr Smith said.
Bapcor chief executive Darryl Abotomey said what his company offered provided certainty for shareholders, if they accepted and the offer completed. In Bapcor's view, the cash offer of $3.30 represented value for Hellaby.
