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26/02/24
11:38
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Originally posted by YdoIbother:
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15.01%... I smell shitfuckery... The Scheme Proposal is subject to certain limited conditions, including: • BidCo obtaining approval from Australia’s Foreign Investment Review Board (“FIRB”); • BidCo obtaining specific competition law approvals; • Azure shareholders (excluding SQM and Hancock) approving the joint bid arrangements for the purposes of item 7, section 611 of the Corporations Act; • the independent expert concluding (and continuing to conclude) that the Scheme Proposal is in the best interests of Azure shareholders; • customary conditions, including no material adverse change and no prescribed occurrences; • approval of Azure shareholders of the Scheme Proposal. For the Scheme Proposal to proceed, the resolution at the Scheme Meeting must be approved by at least 75% of all votes cast by Azure shareholders and a majority by number of all Azure shareholders present and voting (in person or by proxy) at the Scheme Meeting. The Joint Bidders, holding in aggregate ~37.8% of Azure, are excluded from voting on the resolution at the Scheme Meeting; • no shareholder (other than BidCo, SQM and Hancock) acquiring or increasing its shareholding in Azure to more than 15% ; and • the requisite Australian Court (“Court”) approval.
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mmmm......does it make at least a PRACTICAL difference, that it was MinRes selling to a merch bank (a sale approved by Gina/SQM?) rather than a possible competitor? But on a legal reading, your concern is justified YdoI.