News: HOM Homeloans Ltd enters scheme implementation agreement with Resimac, page-11

It's hard to make sense of all the legalese jargon but I am uncomfortable with control being taken out of the hands of HOM and int the hands of entities registered in Bermuda.
Homeloans entered into a Scheme Implementation Agreement with RESIMAC on 20 July 2016, under which
Homeloans will merge with RESIMAC through the issue of new Homeloans shares to RESIMAC shareholders
and the acquisition by Homeloans of all of the shares in RESIMAC (the Transaction). At the time of entering
into the Scheme Implementation Agreement, Ingot Capital Management Pty Limited was the majority
shareholder in RESIMAC and held 79.04% of RESIMAC.
Homeloans received an Initial Substantial Holder Notice from Somers Limited on 22 August 2016, in relation
to a Call Option Deed between Ingot Capital Management Pty Limited and Somers Limited whereby Somers
Limited had acquired an option over the RESIMAC shares held by Ingot Capital Management Pty Limited.
Somers Limited had indicated its intention to exercise the Somers Option prior to implementation of the
Transaction. Further information on Somers Limited and these arrangements were included in the Notice
of Meeting and Explanatory Memorandum dated 8 September 2016 which have been sent to shareholders.
Homeloans Limited has now been informed that the Somers Option has been exercised, and Ingot Capital
Management Pty Limited has transferred its shares in RESIMAC to Somers Limited. As such if the
Transaction is implemented, as foreshadowed in the Explanatory Memorandum sent to shareholders,
Somers Limited will acquire voting power of 58.9% of the shares in Homeloans Limited.
However, Ingot and Somers have entered into the Somers Deed under which Ingot has granted a
call option to Somers to purchase all of the RESIMAC Shares that Ingot holds (Somers Option).
Somers' present intention is to exercise the Somers Option. and Somers is in the process of
obtaining the relevant approvals to do so. However, there is no guarantee that these approvals will
be obtained. If the Somers Option is exercised and Somers or its Nominee acquires Ingot's
RESIMAC Shares prior to the Record Date of the Scheme, Somers will become RESIMAC's
largest shareholder and acquire voting power of 58.9% of the Shares in the Company, as a result
of the Transaction.