Trade Me Group Limited (ASX: TME) has provided a notice of a meeting and a scheme booklet in relation to the proposed acquisition of all the Shares in Trade Me by Titan AcquisitionCo New Zealand Limited for NZ$6.45 cash per Share under a scheme of arrangement.
Trade Me Group is going to conduct a special meeting to consider, and vote on, the Scheme which will be held on 3 April 2019. For the Scheme to proceed, it must be approved by the company’s shareholders at the Scheme Meeting.
The purpose of the Scheme Booklet is to provide shareholders with information about the proposed acquisition and explain the terms and effect of the Scheme.
On 12 December 2018, Trade Me group entered into a Scheme Implementation Agreement (SIA) with Titan under which Titan agreed to acquire 100% of the Shares in Trade Me for NZ$6.45 cash per Share by way of a scheme of arrangement. The SIA is subject to a number of conditions. One of the conditions was to receive consent from New Zealand’s Overseas Investment Office. Recently on 11 March 2019, the company announced that it has received the consent from OIO and now to proceed further, the company requires the approval of Trade Me’s shareholders and approval by the High Court.
If the Scheme is approved, the shareholders of Trade Me will receive NZ$6.45 in cash for each share that they hold. This amount is expected to be paid to Shareholders on or about 8 May 2019.
Trade Me’s Directors have carefully considered the advantages and disadvantages of Titan’s proposal. The Directors have concluded that NZ$6.45 is an attractive price for the shareholders. The Scheme Consideration of NZ$6.45 per Share is representing a material premium to the price at which Shares traded prior to the announcement of the Scheme on a variety of measures, including a 26.5% premium to Trade Me’s closing Share price on the NZX on 20 November 2018, the last trading day prior to the announcement of Titan’s non-binding indicative offer. The Directors unanimously believe the reasons for the shareholders to vote in favour of the Scheme significantly outweigh the reasons for them to vote against the Scheme.
Now, let’s have a glance at the company’s share performance and the return it has posted in the past few months. At the time of writing, the stock is trading at a price of $6.195, up by 0.243% during the day’s trade with a market capitalization of ~$2.45 billion as on 13 March 2019 (AEST 2:42 PM). The counter opened the day at $6.200 and reached the day’s high of $6.240 and touched a day’s low of $6.190 with a daily volume of more than 331,605. The stock has provided a year till date return of 4.39% & also posted returns of 34.64%, 1.48% & 2.15% over the last six months, three & one-month period, respectively. It had a 52-week high price of $6.240 and touched 52 weeks low of $3.854, with an average volume of ~1,147,852.
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