Pillar 1 - FTO (new thread), page-464

What I meant to say is that for a potential buyer to call for compulsory acquisition they would have to have secured a 90% stake in RAC in the first place. Therefore, a compulsory acquisition might happen, but only after a successful buyout and if holders like @EddyG decide to hold on their dear shares

To develop on this, my current understanding is that, in a typical buyout scenario, is is the buyer who sets the rules: they may request that at least ~ 51% of shareholder accept to sell their individually owned shares at the buyout price (SP+premium). 51% ownership typically allows the buyer to effectively take control of the company via majority voting powers.

Now, If a buyer already own a 10% ownership (e.g. acquired on-market), then they may need a lower threshold (e.g. 41% so that they end up with 51% voting powers). Or reversely, the buyer could also decide that the buyout offer is conditional to no less than 90% acceptance (almost total takeover). Having secured 90% paves the way to a compulsory acquisition of the remaining 10% shares for a "complete buyout" scenario.

However, if the buyer fails to obtain whatever target % they set in their offer, then they would typically have a clause that allows them to call off the buyout (then it's "back to the drawing board").

One final point: in a way you may be right about the 90% number. IMO, and given the nature of the transaction, it is unlikely that a buyer would accept a "partial" buyout with a few shareholders remaining. A typical scenario would see RAC being de-listed from ASX and merged into the buyer. I cannot see that happening while there are still retail shareholders... This is why the 90% ownership threshold may very well apply.

(My understanding only - happy to be corrected).