JBS Australia Pty Limited entered into a Scheme Implementation Deed to acquire Huon Aquaculture Group Limited (ASX:HUO) from a group of shareholders for approximately AUD 420 million on August 6, 2021. Under the terms, JBS Australia will pay AUD 3.85 per share in cash. JBS has informed Huon that it will fund the transaction using existing cash resources and undrawn debt facilities. Peter Bender and Frances Bender hold a Relevant Interest in 57,881,567 Huon Shares representing approximately 52.68% of the issued capital in Huon. Break fee is set to AUD 4.25 million for both parties. JBS would be entitled to acquire all Huon Shares if acceptances under the Takeover Offers represented 90% or more of the Huon Shares on issue. Scheme is subject to certain customary conditions including Huon shareholder approval in a meeting scheduled on October 29, 2021, approval by the Federal Court of Australia, minimum acceptance condition at least 50.1%, ASIC and the Australian Foreign Investment Review Board and is not subject to financing or due diligence. The Independent Board Committee of Huon considers the Scheme to be in the best interest of Huon shareholders and unanimously recommends that Huon shareholders vote in favour of the Scheme, in the absence of a superior proposal and subject to an independent expert concluding the Scheme is in the best interests of shareholders. As of October 25, 2021, Foreign Investment Review Board (FIRB) has confirmed to JBS that the Commonwealth has no objection to JBS' proposed acquisition of Huon under the Schemes or the Takeover Bid, satisfying the FIRB conditions under the Schemes and Takeover Bid. The Second Court Hearing to for the Scheme approved by Huon shareholders on October 29, 2021. Huon is pleased to announce that the Federal Court of Australia made orders approving the Primary Scheme between Huon and Huon shareholders other than Surveyors Investments Pty. Huon advises that Special dividend of AUD 0.125 will be given on implementation day and AUD 3.725 per share as consideration. following lodgement of the Federal Court of Australia orders with the Australian Securities and Investments Commission approving the scheme of arrangement by which JBS Australia Pty Ltd will acquire all of the issued shares in HUO Transaction is expected to close in early November 2021. Effective Date of the transaction is November 4, 2021. The transaction implementation date is November 8, 2021. As of October 25, 2021, Effective Date of the transaction is November 3, 2021. Huon shareholders do not need to take any action at this time. As of October 29, 2021, shareholders of Huon Aquaculture approved the transaction. Grant Thornton Corporate Finance Pty Ltd, Investment Banking Arm acted as independent expert to the board of Huon. John Brewster of Ashurst Australia acted as legal advisor, Grant Samuel Group Limited acted as financial advisor, PricewaterhouseCoopers Australia and Ashurst Australia, Accounting & Auditing Arm acted as accountants and Link Market Services Limited acted as registrar to Huon. Rothschild & Co SCA (ENXTPA:ROTH) acted as financial advisor and Michael Scarf of MinterEllison acted as legal advisor to JBS.