David Jones ticks another box as it moves towards new ownership.
UPDATE: David Jones has confirmed that the Australian Securities and Investments Commission (ASIC)has now registered the Scheme Booklet in relation to the previously announced Scheme of Arrangement.
Printed copies of the Scheme Booklet, including the Independent Expert’s Report, are to be sent to David Jones shareholders over the next week.
As previously reported on ragtrader.com.au, under the Scheme of Arrangement, South African retail giant Woolworths Holdings Limited will acquire all of the shares in David Jones.
If the scheme is approved and all conditions precedent are satisfied, David Jones shareholders will receive a total cash payment of A$4.00 per David Jones share on the implementation date (which is expected to be mid July).
The department store revealed this week that the Federal Court of Australia had ordered a meeting of its shareholders to consider and vote on the previously announced Scheme of Arrangement.
The scheme meeting will be held at 10am (Sydney time) on June 30, 2014 at the Wesley Conference Centre, 220 Pitt Street Sydney.
Information relating to the scheme, including the notice convening the scheme meeting, will be included in a scheme booklet which will be sent to David Jones shareholders.
The information is expected to be sent following registration of the scheme booklet with the Australian Securities and Investments Commission (ASIC) and lodgement with the Australian Securities Exchange.
David Jones also revealed today that the independent expert, Grant Samuel & Associates Pty Limited, has concluded that the scheme is fair and reasonable.
According to the firm, the deal is therefore "in the best interests of David Jones Shareholders, in the absence of a superior proposal”.
The independent expert has reportedly also assessed the full underlying value of David Jones at between A$3.73 and A$4.14 per David Jones share.
The scheme consideration of A$4.00 per David Jones share is within this range.
“The offer price of $4.00 per share represents a substantial premium over the David Jones share price prior to the Woolworths offer.”
“The premiums implied by the Woolworths offer over the April 8, 2014 share price (circa 25 per cent) are reasonable but towards the lower end of the standard range.
“However, in Grant Samuel’s opinion, the premiums based on prices up to January 30, 2014 are the more relevant as these are undisturbed prices and are a better reflection of where David Jones shares would trade in the absence of a takeover offer or any speculation as to one.
"On this basis, the Woolworths offer represents very substantial premiums for control (circa 35-40 per cent).
“In the absence of the Woolworths offer or any alternative offer (or speculation as to any offer) it is likely that, under current market conditions, David Jones shares would trade at prices well below $4.00.”