It has to be a reasonable valuation for both Gooroo shareholders, AIS shareholders and the broader market to believe.
I.e. it needs to be a fair valuation. Obviously if they undervalue AIS then AIS shareholders won't approve the sale for script. While if the valuation is too high then GOO shareholders will be paying too much for the acquisition and when that filters to the market the share price will be crushed when it re-lists. So no one wins.
Hopefully 10 cents is a fair price for the synergies of the two businesses and the market likes the story when they come out of trading halt.
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