Questions about election options

Trying to get my head around a couple of the potential equity options.

Seems that there will be four camps of shareholders:
1 - Those who oppose the deal (e.g. Perpetual 12.5% holder, according to today's AFR)
2 - Those who are happy to take $3.60 per share cash (probably many shareholders)
3 - Those who want to retain equity in the form of the Scrip Option (e.g. major holders Dawes and Small)
4 - Those who prefer taking equity via the Retention Option (e.g. CEO Culhane, as stated on p3 of the announcement)

I would like to maintain my equity holding (options 1, 3 or 4), not 100% comfortable yet how this will work via an offshore private company (although KKR are reputable).


1. Does anyone have clarification on how equity in private companies can be liquidated further down the track (i.e. shares in Holdco for shareholders who take this path)? Is there likely to be a dividend payout ratio on earnings (albeit unfranked in the case of (3) above)?

The Retention Option - p3 of announcement "...subject to... the possibility that retained Pepper shares may be compulsory acquired by Bidco at any time in the 3 year period from the Implementation Date at their then fair market value..."
2. Question: How is "fair value" determined for shares in an offshore private company?