Investor Services

Scheme Meeting

Scheme

In relation to the proposed acquisition of 100% of the ordinary shares in Estia Health Limited (Estia Health) by Firebird BidCo Pty Ltd (an entity controlled by  Bain Capital Private Equity, LP) for $3.08 per share in cash, the Supreme Court of New South Wales made orders on Wednesday, 11 October 2023 that Estia Health convene and hold a meeting of Estia Health shareholders to consider and vote on the Scheme (Scheme Meeting), and approved distribution of the Scheme Booklet to Estia Health shareholders.

The Scheme Booklet sets out details of the proposed transaction and important matters relevant to your vote in relation to the Scheme.

Scheme Meeting

Estia Health shareholders who are registered on the Estia Health share register at 7.00pm Australian Eastern Daylight Time (AEDT) on Monday, 13 November 2023 will be entitled to vote on the Scheme.

The Scheme Meeting is scheduled to be held in person at the offices of Thomson Geer, Level 14, 60 Martin Place, Sydney NSW 2000 on Wednesday, 15 November 2023, commencing at 9.00am (AEDT). 

Estia Health shareholders may vote at the Scheme Meeting in person or alternatively, they can submit a proxy:

  • online by visiting www.linkmarketservices.com.au and by following the instructions on that website
  • by post in the enclosed reply-paid envelope (or the self-addressed envelope, for Estia Health Shareholders whose registered address is outside Australia) provided to the Share Registry:

    Estia Health Limited
    C/- Link Market Services Limited
    Locked Bag A14
    Sydney South NSW 1235 Australia

  • by fax to the Share Registry on +61 2 9287 0309 within Australia
  • by hand to the Share Registry located at:

    Link Market Services Limited
    Parramatta Square, Level 22, Tower 6,
    10 Darcy Street
    Parramatta NSW 2150 Australia

Proxy forms must be received by 9.00am (AEDT) on Monday, 13 November 2023. 

Information in relation to the Scheme and the Scheme Meeting

The Scheme Booklet outlines the main advantages and disadvantages of the Scheme, as well as details of the key conditions and approvals required.

A copy of the Scheme Booklet and further information in relation to the Scheme and the Scheme Meeting can be found in the links below:

Scheme BookletOpens in new window

Letter To ShareholdersOpens in new window

Proxy FormOpens in new window

Recommendation of Estia Health Directors

The Estia Health Directors unanimously recommend that Estia Health shareholders vote in favour of the Scheme, in the absence of a superior proposal and subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of Estia Health shareholders. Subject to those same conditions, each Estia Health Director intends to vote all Estia Health shares they hold or control in favour of the Scheme.

If you have any questions, please contact the Estia Health Shareholder Information Line on 1300 038 212 (within Australia) or +61 2 9066 4052 (outside Australia), between 8.30am and 5.30pm (AEDT), Monday to Friday (excluding public holidays).
 

Key Frequently asked Questions

For a comprehensive list of Frequently Asked Questions please refer to Ssection 3 of the Scheme Booklet.

Overview of Scheme

What is the Scheme Booklet? Collapsed
Who is the Bidder?Collapsed
What is the Scheme? Collapsed
If the Scheme proceeds, what will be the effect?Collapsed
How will the Scheme be implemented? Collapsed
What should I do ? Collapsed

Recommendation and intentions

What do the Estia Health Directors recommend? Collapsed
How are the Estia Health Directors intending to vote? Collapsed

Key Considerations relevant to your vote

What is the conclusion of the Independent expert? Collapsed
What are the reasons you should vote in favour of the Scheme? Collapsed
What are the reasons why you may wish to vote against the Scheme? Collapsed
What are the risks relating to Estia Health if the Scheme is not implemented?Collapsed

Overview of the Scheme consideration

What is and when will the Scheme considerated be paid? Collapsed

Implementation of the Scheme

Are there any conditions to the Scheme? Collapsed
What is required for the Scheme to become effective? Collapsed
Can I sell my Estia Health shares now? Collapsed
When will the results of the Scheme meeting be known? Collapsed

What if I have further questions about the Scheme?

For further information, please contact the Estia Health Shareholder Information Line on 1300 038 212 (within Australia) or +61 2 9066 4052 (outside Australia) Monday to Friday between 8.30am and 5.30pm (AEDT) (excluding public holidays).

If you are in doubt about anything in the Scheme Booklet, please contact your legal, financial, tax or other professional adviser.


Annual General Meetings