Ann: Tawana & Alliance to Merge and Capital Raising & SIA, page-169

I also don't like the implied 37c valuation for TAW shares - but.......
This is about a merger of equals and thus the end result needs to be 50%-50% (or 49%-51% as has happened)

If the offer valued TAW at 45cps then it would not be a merger of equals.  The issue is the lower valuation of Alliance on SGX compared to TAW.

What will happen?
Perhaps Alliance shares will rise on this news giving TAW shareholders a better valuation.??  The share price of TAW or Alliance won't affect this deal. we get 1.1 shares per TAW share.

Plus we should get shares in the new spinco.

Summary
Its a 50:50 deal.  the share price / market cap will work itself out...