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SME lender acquisition approved by shareholders

by Annie Kane10 minute read
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Shareholders of a debtor financier have voted to approve a $630 million takeover bid from a private equity company.

The vast majority of Scottish Pacific shareholders (99.85 per cent) voted in favour of the previously announced scheme of arrangement in which SME Capital Investments III Pty Ltd – a wholly owned entity of funds managed or advised by Affinity Equity Partners Limited (AEP) - would acquire all of the issued shares in Scottish Pacific for $4.40 per share.

This values the company at approximately $630 million.

Scottish Pacific has now applied to the Supreme Court of Victoria for orders approving the scheme at the second court hearing, which is scheduled for today (Friday, 7 December).


Should the court approve the deal and the orders are lodged with ASIC on the same day, the takeover would become legally effective from 7 December.

Speaking at the shareholder meeting last week, Scottish Pacific chairman Patrick Elliott commented: “We are excited about the future of Scottish Pacific and appreciate the support of all of our customers, staff, shareholders and board. With very few conditions remaining before the scheme or arrangement is implemented, I want to thank the board, management and all the staff at Scottish Pacific for their contribution to the ScotPac story.

“In the last five years, I have witnessed the development of this outstanding business, so capably led by Peter Langham and the executive, such that control will soon pass to AEP at a premium price. I wish all the stakeholders every success in the future and thank the shareholders for their support during our life as a listed entity.”

It is expected that a further announcement will be made after the court has considered Scottish Pacific’s application.

Shareholders will receive $4.40 per Scottish Pacific share that they hold in cash, while management shareholders who have elected to receive the scrip option will receive:

  • in respect of 50 per cent of the Scottish Pacific shares they hold (rounded down to the nearest whole Scottish Pacific share), one share in SME Capital Holdings (the indirect owner of all of the shares) per Scottish Pacific share; and
  • in respect of the balance of the Scottish Pacific shares they hold, a cash payment of $4.40 per Scottish Pacific share.

[Related: SME lender backs $630m takeover bid]

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