Court approves convening of Scheme Meeting for 24 June 2016
Independent Expert concludes the Scheme is in the best interests of Pacific
Brands shareholders
Court Approval
Pacific Brands Limited ("Pacific Brands") today announced that the Supreme
Court of Victoria has ordered a meeting ("Scheme Meeting") of Pacific Brands
shareholders to consider and vote on the previously announced Scheme of
Arrangement ("Scheme") under which HBI Australia Acquisition Co. Pty Ltd., a
wholly owned subsidiary of Hanesbrands Inc., will acquire all of the shares
in Pacific Brands.
If the Scheme is approved by the requisite majority of Pacific Brands
shareholders and all other conditions precedent are satisfied or waived
(where capable of waiver), Pacific Brands shareholders will receive total
cash payments of A$1.15 per Pacific Brands share which are currently expected
to comprise:
? a fully franked special dividend of $0.094 per share, to be paid on the
dividend payment date (currently expected to be on or about Thursday, 7 July
2016); and
? cash consideration under the scheme of $1.056 per share, to be paid on the
implementation date (currently expected to be on or about Friday, 15 July
2016)
The Scheme Meeting will be held at 10.00am (Melbourne time) on Friday, 24
June 2016 at Computershare Conference Centre, Yarra Falls, 452 Johnston
Street, Abbotsford, Victoria 3067.
Information relating to the Scheme, including the notice convening the Scheme
Meeting, will be included in a Scheme Booklet which will be sent to Pacific
Brands shareholders following registration of the Scheme Booklet with the
Australian Securities and Investments Commission ("ASIC") and lodgement with
the ASX.
A further announcement attaching the Scheme Booklet will be released by
Pacific Brands following registration of the Scheme Booklet with ASIC.
Independent Expert''s Report
The Independent Expert, Grant Samuel & Associates Pty Ltd ("Grant Samuel"),
has concluded that the Scheme is fair and reasonable and, therefore, is in
the best interests of Pacific Brands shareholders in the absence of a
superior proposal.
Grant Samuel''s conclusion should be read in context with the full Independent
Expert''s Report and the Scheme Booklet which will be released shortly.
The Pacific Brands Board continues to unanimously recommend that Pacific
Brands shareholders vote in favour of the Scheme at the upcoming Scheme
Meeting, in the absence of a superior proposal.
End CA:00282742 For:PBG Type:S/A Time:2016-05-20 13:23:49