AMA was a different type of transaction. AMA was applying for...

AMA was a different type of transaction. AMA was applying for demerger relief in order to make a sale of one of the demerged parts.

If this had been a straight demerger, with both entities expected to continue trading for the foreseeable future, maybe it would have been OK. But the whole package was aimed at facilitating a sale to a foreign entity, i.e. a buyer outside Australian jurisdiction.

The ATO couldn't ignore that aspect. A sale of the main part of the demerged business was expected to follow immediately. Why would anyone think the ATO would agree to forgo capital gains tax on what amounted to a straight sale out of Australian control?

The positive in this is that Blackstone (or another bidder) could still come back after the dust settles and make a proper above-board real world bid for the whole of AMA, instead of an opportunistic indicative conditional non-binding offer.