CSR Limited confirms that it has received a conditional, non-binding, indicative proposal from Saint-Gobain to acquire 100% of the shares in CSR by way of scheme of arrangement for a price of $9.00 cash per share.
Under the proposal, CSR would be entitled to pay a final dividend of up to $0.25 per share for its financial year ending March 31, which would be deducted from the cash offer price.
The proposal is subject to a number of conditions, including, but not limited to:
- Completion of satisfactory due diligence
- Entry into a scheme implementation deed on customary terms and conditions
- The unanimous recommendation from the CSR board to vote in favor of the proposed transaction (in the absence of a superior proposal, and subject to the independent expert concluding that the transaction is in the best interests of CSR’s shareholders)
- Certain regulatory approvals (including Foreign Investment Review Board)
- CSR shareholder approval
The CSR board notes that there is no certainty that the proposal will result in a binding offer for CSR. CSR shareholders do not need to take any action in relation to the proposal.