Key points (from my perspective):
- If a dividend is paid then the dividend amount comes off the $9 buy-out price.
- Maximum dividend is $0.25.
- The no-shop, no-talk, no-due-diligence clause means there's no chance of a competing bid.
- Subject to expert's opinion
- Subject to regulatory approval
I don't like these deals by scheme of arrangement. The negotiations are kept secret. When the deal is announced all the restraints are instantly in place that prevent anybody from counter-bidding. The market has no opportunity to compete for the takeover. I don't understand why ASIC permits these things to be used this way. They are designed as a last-ditch measure for companies facing receivership and liquidation.
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- Ann: CSR enters into Scheme Implementation Deed with Saint-Gobain
Ann: CSR enters into Scheme Implementation Deed with Saint-Gobain, page-4
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