Ann: Merger Update - Scheme Booklet registered with ASIC, page-5

Few pointy paragraphs, i hope someone can clarify please

- Transaction and other costs incurred (or which are expected to be incurred) by the Merged Group in relation to the
implementation of the Scheme are currently estimated at approximately $18.8 million (excluding GST), which comprises
stamp duty liabilities, costs associated with the appointment of financial and legal advisers, accounting and technical
expert fees and various other costs.
Pretty much Stamp Duty and Cannacord($3.3Mil financial advisor)  pocket the best deal out of it.
Also $2Mil Brek Free to AMAL if Scheme not implemented
This is no Peanut money !

-The Independent Expert has concluded that the Scheme is fair and reasonable to Tawana Shareholders and therefore is in the best interests of Tawana Shareholders, in the absence of a superior proposal. The Independent Expert has assessed the value of a Tawana Share prior to the implementation of the Scheme, on a minority interest basis, as between $0.210 and $0.299 per Tawana Share,7 which compares with the Independent Expert’s assessment of the value of the Scheme Consideration of between $0.216 and $0.304 per Tawana Share.
.
Someone with bit more knowledge, please explain those 2 points.