Fuji Xerox Asia Pacific Pte Ltd. (Fuji Xerox Asia Pacific) entered into a scheme implementation deed to acquire CSG Limited (ASX:CSV) (CSG) from Caledonia (Private) Investments Pty Limited and others for approximately AUD 140 million on October 23, 2019. Under the Scheme, CSG shareholders will receive cash consideration of AUD 0.31 per CSG share. The transaction will be funded from Fuji Xerox Asia Pacific’s existing cash on balance sheet. CSG will become a wholly-owned subsidiary of Fuji Xerox Asia Pacific. The scheme contains limited circumstances under which CSG may be required to pay a break fee of approximately AUD 1.4 million. The transaction will be terminated if the parties in the transaction breaches any of its material obligations, scheme condition not fully satisfied and effective date for the scheme not occurred on or before June 1, 2020. The Scheme is subject only to conditions customary for transactions of this type, including regulatory approvals (including the approval of the Australian Competition and Consumer Commission and the New Zealand Commerce Commission), court approval, all CSG performance rights have been cancelled on terms agreed by Fuji Xerox Asia Pacific or have automatically vested in accordance with their terms by the Cut-Off Time, ASIC and ASX approvals as are necessary and approval by the shareholders of CSG. Each member of the CSG Board recommends that CSG shareholders vote in favour of the Scheme at the Scheme meeting in the absence of a Superior Proposal and subject to the Independent Expert concluding in the Independent Expert's Report that the Scheme is in the best interests of CSG shareholders. Subject to those same qualifications, each CSG Director intends to vote the CSG shares held or controlled by them in favour of the Scheme. Caledonia (Private) Investments Pty Limited holding 29.1% stake in CSG intends to vote in favour of the Scheme based on the disclosed terms of the Scheme, and subject to no superior proposal emerging and subject to the independent expert concluding (and continuing to conclude) that the Scheme is in the best interests of CSG shareholders. As of December 17, 2019, the New South Wales Supreme Court (NSW) made orders approving the dispatch of the scheme booklet. As on December 18, 2019, CSG Limited issued the scheme booklet. CSG shareholders’ meeting is expected to be held February 3, 2020. On February 3, 2020, the shareholders of CSG approved the scheme. As of February 5, 2020, the transaction was approved by the Supreme Court of NSW. The Scheme is expected to be implemented on February 19, 2020. The transaction is expected to be completed by June 1, 2020. Moelis Australia acted as financial adviser and MinterEllison acted as legal adviser for CSG in the transaction. Ashley Miller, Andy Cawthron, Jay Ng, Amanda Pereira and Pascale Gagnon of Deloitte Corporate Finance Pry Limited, Charlie Smith of Deloitte UK and Deloitte Japan acted as advisor in the transaction. Fuji Xerox Asia Pacific Pte Ltd. (Fuji Xerox Asia Pacific) completed the acquisition of CSG Limited (ASX:CSV) (CSG) from Caledonia (Private) Investments Pty Limited and others on February 19, 2020. The scheme of arrangement was implemented and the shareholders were paid a scheme consideration of AUD 0.31 per share. CSG will continue operating with the same company name. On February 19, 2020, Ken Sugiyama, Vice President of Fuji Xerox appointed as Managing Director, Mutsuki Tomono, and Takayuki Togo have been appointed as the Directors of CSG