Ann: Extension of Takeover Offer Period, page-8

I noted a comment on the previous thread (Change in Substantial Holding from AAR 07/03/25) by shaper about the possibility of MXR getting delisted once AAR got to 76%. That post was further commented upon by OhThePain who set out his understanding of the rules.

On the basis of that I sought further advice myself and was provided with the following definitive information :
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1. Threshold for Delisting:

• ASX Listing Rule 17.4 states that a company may be delisted if it is no longer able to meet the ASX's requirements for maintaining its listing, such as the minimum number of shareholders or trading volume.
• If a company is taken over by a majority shareholder, and that shareholder holds 90% or more of the shares, they can initiate a compulsory acquisition process. This allows the majority shareholder to buy out the remaining minority shareholders at a fair price.

Compulsory Acquisition:

• If AAR reaches 90% ownership of MXR, it can invoke the compulsory acquisition process under Chapter 6A of the Corporations Act 2001. This would allow AAR to acquire the remaining 10% of MXR's shares, after which they can apply for delisting.
• If AAR owns 76%, it can initiate a squeeze-out offer to the remaining shareholders, but the 90% threshold is the critical point for compulsory acquisition. So, they can't force the sale of minority shares without reaching 90%.

Delisting Process:

• To proceed with delisting, AAR would need to make a formal application to the ASX, and the ASX would assess whether the company still meets the listing requirements.
• If the ASX agrees, the company can be delisted, usually after providing shareholders with a period to sell their shares if they want to exit.

So, judging from that information, there are plenty of safeguards there to protect the rights of minority shareholders who want to hold out or stand on their dignity and refuse to comply with the dictates of a company takeover. The critical thing is that the rug cannot be suddenly pulled out from under the feet of a reluctant shareholder. Time to exit must be given.