CIMIC Residential Investments Pty Limited made an offer to acquire remaining 40.9% stake in Devine Limited (ASX:DVN) from Brazil Farming Pty Ltd and others for AUD 15.6 million on May 24, 2021. CIMIC will acquire all the remaining shares at an offer per share of AUD 0.24. The consideration will be paid by 7 business days after receipt of their valid acceptances. The offer will be funded using CIMIC’s available funds or existing debt facilities. CIMIC has existing funds at call more than the offer consideration and all associated transaction costs. The offer is not conditional on any regulatory approvals being obtained. The offer is subject to a minimum acceptance condition of received valid acceptances in respect of at least 75% (by number) of the non-associated Devine shares and a relevant interest in at least 90% (by number) of Devine Shares on issue. At this stage, the Devine Directors recommend that Devine shareholders take no action in relation to the proposed offer. As of June 28, 2021, Board of Directors of Devine unanimously approved the transaction. CIMIC has received Foreign Investment Review Board approval for the offer. The independent expert appointed by the Devine Board has concluded that the Offer is fair and reasonable, and the directors of Devine have unanimously recommended that its shareholders accept the Offer in the absence of a superior proposal. As of July 7, 2021, Directors of Devine continue to unanimously recommend that its shareholders accept the offer. As of July 7, 2021, CIMIC Residential Investments has received valid acceptances of 90% of the Divine shares on issue. Accordingly, the minimum acceptance condition to the offer has been fulfilled and the offer is now unconditional. As the minimum acceptance has been fulfilled, CIMIC Residential Investments is entitled to proceed to compulsorily acquire Devine Shares not acquired under its offer. The offer is scheduled to close on July 15, 2021, unless it is extended or withdrawn by CRI in accordance with the Corporations Act 2001. Herbert Smith Freehills acted as legal advisor, Computershare Investor Services Pty Limited acted as registrar and Macquarie Capital (Australia) Limited as financial advisor to CIMIC Residential Investments Pty Limited. PricewaterhouseCoopers Securities Limited acted as fairness opinion provider for Devine. CIMIC Residential Investments Pty Limited completed the acquisition of remaining 40.9% stake in Devine Limited (ASX:DVN) from Brazil Farming Pty Ltd and others on July 9, 2021. CRI will now exercise its right to acquire the remaining shares under the compulsory acquisition provisions of the Corporations Act 2001. The compulsory acquisition will be on the same terms as the offer (consideration of AUD 0.24 per Devine share).