Ann: VHA TPG Proposed Merger, page-58

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bumskins

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02/09/18

21:35

Post #: 35360837
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Originally posted by taimoor164 ↑

I think both of your concerns are answered in the announcement. Giving below the extract:

"TPG shareholder ownership in the Merged Group will remain unchanged, whether or not the Singapore Separation proceeds"

"TPG is expected to contribute net debt of approximately $1,672m (plus a $352m spectrum instalment on 31 January 2019). To the extent that TPG’s actual net debt balance is below $1,672m at the time key conditions precedent to the transaction have been satisfied or waived, TPG may declare a fully franked cash special dividend for the benefit of the current TPG shareholders prior to implementation."

"4.6 TPG Special Dividend"

Notwithstanding any other provision of this deed, TPG may, but is not required to,
determine and pay any TPG Special Dividend at any time prior to the Key CP Satisfaction
Date, or in the case of the TPG Adjustment Dividend at any time prior to the
Implementation Date."

In summary, the special dividend is a not to be subtracted from the EV of the merged company. Separation of Singapore operation would not affect the EV of the merged company as it has already been left out from the scope of the merged company.

I would recommend holders to pls. review the announcement rather than believing the random advice from posters. Everything is there in the announcement.

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I'm not really sure what you mean?

My point is that TPG''s current share price is trading upto a level which includes Singapore & the Special Dividend. If the shareholding under the new structure is fixed, it only make sense for TPG to pay these out prior to merger to maximise value for current TPG holders.

e.g. TPG's Current Share Price = Merger Value + Singapore + Special Dividend + Premium for Merger efficiencies - Risk of Deal not going ahead.

& Not Share Price = Merger Value + Premium for Merger Efficiencies - Risk of deal not going ahead.
So you can't simply multiply TPG's current Market Cap x 2.

Last edited by bumskins: 02/09/18

HTA Price at posting: 13.5¢ Sentiment: None Disclosure: Not Held
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Last 2.6¢		Change 0.000(0.00%)		Mkt cap ! $352.8M

Open	High	Low	Value	Volume
2.5¢	2.6¢	2.5¢	$65	2.534K

Buyers (Bids)

No.	Vol.	Price($)
3	82733	2.5¢

Sellers (Offers)

Price($)	Vol.	No.
2.7¢	20135	1

View Market Depth

No.	Vol.	Price($)
1	80000	0.130
1	40000	0.125
2	58335	0.120
1	7826	0.115
2	60000	0.110

Price($)	Vol.	No.
0.135	30113	2
0.140	436128	7
0.145	61933	6
0.150	111885	6
0.155	68000	2

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Ann: VHA TPG Proposed Merger, page-58

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