Investment funds managed by Ancala Partners LLP and investment funds managed by Fiera Infrastructure Inc. entered into a scheme of arrangement to acquire Augean plc (AIM:AUG) from a group of shareholders for approximately ?340 million on August 24, 2021. Investment funds managed by Ancala Partners LLP and investment funds managed by Fiera Infrastructure Inc. entered into a scheme of arrangement to acquire Augean plc from a group of shareholders for approximately ?390 million on September 23, 2021. Under the Scheme, Offerors will acquire 104,971,924 Augean shares at a price of ?3.25 per share in cash. Transaction is subject to approval by at least 75% of shareholders of Augean at court meeting and approval of requisite majority Augean shareholders at the General Meeting, sanction of the Scheme by the Court without modification, regulatory clearances, third party clearances and other conditions. Directors recommend unanimously that Augean Shareholders vote, or procure the voting, in favor of the Scheme at the Court Meeting and vote, or procure the voting, in favor of the Resolutions to be proposed at the General Meeting. Offerors have received non-binding letters of intent from Artemis Investment Management LLP, Chelverton Asset Management Limited, Close Asset Management Limited, and Hargreave Hale Limited to accept the Offer in respect of 26,644,898 Augean Shares, representing approximately 25.38% stake. In addition, Offerors has received non-binding letters of intent from the Harwood Entities to vote in favor of the Offer in respect of 25,100,000 Augean Shares, representing approximately 23.91% stake. Letter of intent from Gresham House to accept the Offer in respect of 5,870,604 Augean Shares, representing approximately 5.59% stake. Offerors received a binding irrevocable undertaking from each of Harwood Capital Nominees Limited, North Atlantic Smaller Companies Investment Trust PLC and Oryx International Growth Fund to vote in favor of the Scheme. As of August 31, 2021, Offerors has received binding irrevocable undertakings and non-binding letters of intent in respect of 57,615,502 Augean Shares, representing approximately 54.89% stake. As of September 9, 2021, Artemis Investment Management notified buyers that it no longer intends to vote, or procure the voting, in favor of the Scheme. Scheme is expected to become effective in October 2021. As of September 6, 2021, a court meeting and general meeting of Augean PLC to be held on September 30, 2021. As of September 8, 2021, in light of the superior value of the Increased MSI Offer as compared to the Eleia Offer, the board of directors of the Company stated that it intended to recommend the Increased MSI Offer to Augean shareholders and, accordingly, was withdrawing its recommendation of the Eleia Offer. As of September 16, 2021, Panel Executive that, in the absence of a "no increase" statement by either MSI Bidco or Eleia Bidco prior on September 21, 2021, the Auction Procedure will apply from that time.?The Auction Procedure will consist of a maximum of five rounds which will all take place on the evening of September 22, 2021.?As soon as practicable following the completion of the auction procedure on the evening of September 22, 2021, the Panel Executive will make an announcement setting out the prices of the offers to be announced or confirmed by MSI Bidco and Eleia Bidco by no later than on September 23, 2021. Accordingly, to provide sufficient time for the resolution of this competitive situation, the Augean Directors propose to adjourn the MSI Shareholder Meetings and the Eleia Shareholder Meetings to a day in the week commencing October 11, 2021.?As of September 29, 2021, the Augean Directors, who have been so advised by N M Rothschild & Sons Limited as to the financial terms of the Offer, consider the terms of the Superior Eleia Offer to be fair and reasonable. Accordingly, the Augean Directors recommend unanimously that Augean Shareholders vote, or procure the voting, in favour of the Eleia Scheme at the Eleia Court Meeting and vote, or procure the voting, in favour of the Resolution to be proposed at the Eleia General Meeting. The Eleia Shareholder Meetings are proposed to be adjourned until October 12, 2021. The Augean Directors advise Augean Shareholders to take no action in respect of the offer from Morgan Stanley Infrastructure Inc. As of September 6, 2021, the transaction to be effective on October 8, 2021. As on September 30, 2021, the Augean Directors recommend unanimously that Augean Shareholders vote, or procure the voting, in favour of the Eleia Scheme at the Eleia Court Meeting and vote, or procure the voting, in favour of the Resolutions to be proposed at the Eleia General Meeting. The Augean Directors confirm that the MSIP Court Meeting and the MSIP General Meeting required to implement the MSIP Auction Offer were adjourned indefinitely. As of October 12, 2021, Shareholders of Augean plc approved the transaction and transaction is expected to close on October 18, 2021. As of October 18, 2021, High Court of Justice in England and Wales approved the transaction. he Scheme will become Effective upon the delivery of a copy of the Court Order to the Registrar of Companies, which is expected to occur on October 20, 2021. Ravi Gupta and Robert Barnes of N M Rothschild & Sons Limited acted as financial advisors and fairness provider to the board of Augean. Paul Bundred and Lorna Shearin of Jefferies International Limited acted as financial advisors to Ancala Partners LLP and Fiera Infrastructure Inc. Jen Boorer and Rachel Hayes of Singer Capital Markets Advisory LLP acted as financial advisors to Augean. Clifford Chance LLP acted as legal advisors to Ancala Partners LLP and Fiera Infrastructure Inc. Ashurst LLP acted as legal advisor to Augean. Computershare Investor Services PLC acted as registrar to Augean. Investment funds managed by Ancala Partners LLP and investment funds managed by Fiera Infrastructure Inc. completed the acquisition of Augean plc (AIM:AUG) from a group of shareholders on October 20, 2021. As of Result John Grant, Christopher Mills and Roger McDowell, have tendered their resignations and stepped down from the board of directors of Augean. Paul Hastings LLP has advised the arrangers, NatWest and Nomura.