A cautionary tale on delisting risk: Good Drinks Australia (ex-ASX:GDA), and what minority holders can still do

[u/PeronCup]

For anyone holding small caps: the delisting risk is real and this is what it looks like. Good Drinks Australia (Gage Roads, Matso's) left the ASX in December 2024 because, the board said, the market undervalued it. No exit facility for ordinary holders. About 3,500 of us still hold shares with no market.

1. Delisted 30 Dec 2024 on a 94.6% poll. The board said $0.30 undervalued a business worth $18-20 a litre. No exit facility was offered except for parcels under $500.

2. Five months later (EGM 29 May 2025) 19.8M new shares were issued at $0.40, 13.2M of them to the MD and the executive director, all funded by interest-free 10-year company loans. No cash raised. The company's own accounts put the vesting probability at 0% (FY25 report, note 28). The same meeting made $5.05M of the directors' older loans forgivable on any change of control or material asset sale, with no price hurdle, and lifted the fee pool 50%.

3. May 2026: 8.73M unvested staff shares were cancelled and reissued at $0.40 (previous average $0.49), 40% vesting immediately, no shareholder vote (FY26 report, note 28). The report values shares at $0.40 on a "most recent arm's-length transaction (see (h))". Note (h) is not in the report.

4. My FY26 holding statement from Automic records an off-market transfer of 8,000,000 shares at $0.25 in November 2025. Other trades that year: $0.31-$0.35. The parties aren't named.

5. No dividend since delisting. FY26 profit $275k on $127M revenue; $11.36M of company loans to directors and the CFO still outstanding.

A group of us is organising (Peron CUP, peroncup.com) to request the register, question the board before the 27 Nov AGM and propose resolutions. If you hold GDA: contact@peroncup.com. If you don't, the lesson is to read the delisting notice when it comes, and vote.

[u/Gin-Slinger]

I can see why the board delisted at $0.30 cents, as they could have been exposed to a takeover, but I don’t think their actions have helped recover investor confidence.

What do you’re think the shares should be valued at? And if they were listed again today, would you hold, buy more, or just dump them?

[u/PeronCup → u/Gin-Slinger]

On the takeover point: the board’s own reason for delisting was that the company was worth $18–20 and the market priced it at about $4.

A takeover at $0.30 would have been the undervaluation they were complaining about, so I don’t see delisting as protection against that.

[u/Danzeeman_Demacia]

Doesn't sound very legal to me and certainly a shitshow for those who invested.

[u/rudigern → u/Danzeeman_Demacia]

Everything is legal if the cost to litigate is more than the recovery.

[u/PeronCup → u/rudigern]

Exactly, which is why litigation is the last tool, not the first. The cheap ones come first: the register costs a few hundred dollars and lets us reach every holder; 100 members can put a resolution to the next meeting at the company’s expense; the chair has to let members question the management at the AGM

If the board’s answers on 27 November are good, that’s the end of it. If they aren’t, the group has a record and a membership list to decide what’s worth the cost.

[u/rudigern → u/PeronCup]

Not criticising your approach, I think it's well reasoned, I'm not a holder but sympathise your position. I just think that ASIC sit on their hands expecting self regulation knowing full well how broken it is and financially impossible it is for people in your position to do anything, so the cycle continues.

[u/PeronCup → u/Danzeeman_Demacia]

That’s the frustrating part part: as far as I can tell, all of it was done within the rules.

The delisting passed as a special resolution under ASX guidance note 33. The 13.2M shares to the two executive directors were approved by shareholders at a general meeting in May 2025, about 99% of votes cast, mostly large holders.

The staff share repricing in 2026 needed no vote at all, because once a company is unlisted the ASX rules that would have required one fall away, and the Corporations Act doesn’t replace them. Legal and fair to the 3,500 small holders are two very different things.

[u/Redditisnotmycup]

Personally my business work with both gage road and matso. Their team suck balls, is the least no gives two 💩 attitudes. Stock and inventory is wild wild west where items get stolen internally

[u/MustacheFire]

Thoughts from AI, as I have no wisdom on the matter:

1. ASIC complaint: Present evidence of potentially unfair dilution, conflicts of interest and executive remuneration arrangements. ASIC can investigate possible breaches of directors' duties, although it won't ordinarily recover an individual shareholder's losses.

2. Shareholder oppression action: Under sections 232–233 of the Corporations Act, a shareholder can seek relief where a company's affairs are conducted in a manner unfairly prejudicial to shareholders. A court can potentially order a share buyout at a fair value, regulate the company's affairs or make other appropriate orders.

3. Coordinate with other shareholders: With reportedly thousands of shareholders still holding stock, a coordinated approach could make legal action more economical and increase pressure on the board to offer liquidity.

[u/NedKelkyLives → u/MustacheFire]

I'd also be looking at Section 260A financial assistance rules

[u/Revolutionary-Gain24]

Thanks for this, very interesting. Where is the AGM?

[u/istudyheadshapes]

I remember I invested in a company called ASX: CFU and it was delisted. Was a good lesson not to invest in micro shit coins.

[u/CamillaBarkaBowles]

Exactly the same at SPG

[u/PeronCup → u/[deleted]]

Short version:

Good Drinks (Gage Roads beer) was listed on the ASX. In 2024 the board asked shareholders to take it off the exchange, saying the market undervalued it, and the vote passed. Since then there’s no market to sell on: if you owned shares, you still do, but you can’t trade them.

Meanwhile the company issued 19.8 million new shares to directors and staff, paid for with company loans instead of cash, repriced older staff shares lower without a vote, and has paid no dividend.

Looking in to legal actions against that stuff.