Insignia Financial has entered into a “Scheme Implementation Deed” under which CC Capital has agreed to acquire all of the issued shares in Insignia Financial pursuant to a scheme of arrangement for cash consideration of $4.80 a share, the company says in an ASX release.
Insignia says the Scheme Consideration represents a 56.9% premium to Insignia Financial’s “…closing share price of $3.06 on 11 December 2024, [which was] the last trading day prior to announcement of Insignia Financial’s receipt of a non-binding indicative proposal from Bain.” (Also see: Offers Increased for Insignia).
In the summary of the ASX announcement, the firm says the Insignia Board “…unanimously recommends that shareholders vote in favour of the Scheme in the absence of a superior proposal, and subject to an independent expert concluding (and continuing to conclude) that the Scheme is in the best interests of Insignia Financial shareholders.”
It says the Scheme is subject to various conditions, including approval by Insignia shareholders and regulatory approvals from APRA, the Foreign Investment Review Board and the Australian Competition and Consumer Commission.
The company says that subject to Insignia shareholders approving the Scheme and the other conditions being satisfied, Insignia currently expects that the Scheme will be implemented in first half of calendar year 2026.
The announcement also states that the Scheme Consideration implies an equity value of approximately $3.3 billion for Insignia.
