For personal use only
2 February 2022
Scheme of arrangement legally effective
Further to its announcement earlier today, iCar Asia Limited (ASX:ICQ) ("iCar") is pleased to announce that an office copy of the orders made by the Supreme Court of New South Wales ("Court") approving the proposed scheme of arrangement under which iCar will be acquired by Carsome Group Pte Ltd ("Scheme") has been lodged with the Australian Securities and Investments Commission pursuant to subsection 411(10) of the Corporations Act 2001 (Cth).
A copy of the Court orders is attached to this announcement.
As a result, the Scheme is now legally effective and it is expected that iCar shares will be suspended from trading on the ASX from close of trading today.
iCar shareholders other than Excluded Shareholders (as defined in the Scheme) who are registered as such at 7:00pm on Monday, 7 February 2022 will receive the cash consideration of $0.53 per iCar share.
This announcement has been approved by the iCar Independent Board Committee.
---END--- | |
For more information please contact: | |
Georg Chmiel | Hamish Stone |
Chair of the Board | Managing Director & CEO |
iCar Asia Ltd | iCar Asia Ltd |
Mobile: +6012 423 3959 | Mobile: +65 8952 1416 |
Email:georg.chmiel@icarasia.com | Email:hamish.stone@icarasia.com |
About iCar Asia Limited (www.icarasia.com)
Listed on the Australia Securities Exchange, iCar Asia (ASX: ICQ) owns and operates ASEAN's No.1 network of automotive portals.
Headquartered in Kuala Lumpur, Malaysia, the company is focused on developing and operating leading automotive portals in Malaysia, Indonesia and Thailand. iCar Asia is continuously working to capitalise on its market-leading positions, with its online properties currently reaching approximately 10 million car buyers and sellers in the region every month.
iCar Asia Network of websites
- Malaysia: Carlist.my
- Malaysia: LiveLifeDrive.com
-
Malaysia: CarlistBid (bid.carlist.my) o Indonesia: Mobil123.com
o Indonesia: Carmudi.co.id
o Indonesia: Otospirit.com
o Indonesia: Mobil123Bid (bid.mobil123.com)
o Thailand: One2Car.com
o Thailand: Autospinn.com
o Thailand: Thaicar.com
o Thailand: One2CarBid (bid.one2car.com)
o Group: iCarData (icardata.icarasia.com)
iCar Asia Limited (ACN 157 710 846)
Suite 18.01, Level 18, Centrepoint North, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Malaysia
Tel: +603.2776.6000 Fax: +603.2776.6020 web: www.icarasia.com
Attachment: Court orders
For personal use only
iCar Asia Limited (ACN 157 710 846)
Suite 18.01, Level 18, Centrepoint North, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Malaysia
Tel: +603.2776.6000 Fax: +603.2776.6020 web: www.icarasia.com
Form 43
UCPR 36.11 | D0001IS41P |
use only
COURT DETAILS
Court
Division
List
Registry
Case number
TITLE OF PROCEEDINGS
First Plaintiff
First
Issued: 2 February 2022 10:39 AM
JUDGMENT/ORDER
Supreme Court of NSW Equity Corporations List Supreme Court Sydney 2021/00314615
ICAR ASIA LIMITED
ABN 91157710846
For personal
DATE OF JUDGMENT/ORDER
Date made or given | 2 February 2022 |
Date entered | 2 February 2022 |
TERMS OF JUDGMENT/ORDER
VERDICT, ORDER OR DIRECTION:
Hearing of Originating Process filed 5 November 2021. Second Court hearing.
- Black J grants leave for Carsome Group Pte Ltd to appear under r 2.13 of the Supreme Court (Corporations) Rules.
Black J makes orders in accordance with Orders initialled by him and placed in the file.
THE COURT ORDERS THAT:
1 Pursuant to paragraph 411(4)(b) and section 411(6) of the Corporations Act 2001 (Cth) (Corporations Act), the scheme of arrangement between the Plaintiff and certain holders of fully paid ordinary shares in the Plaintiff in the form contained in Annexure 2 of the scheme booklet issued by the Plaintiff dated 8 December 2021 be approved subject to replacing the words "any iCar Shareholder who is a member of the Carsome Group as at the Scheme Record Date" in the definition of "Excluded Shareholder" in Schedule 1 with the word "Carsome", so that the scheme of arrangement as altered and approved is in the form of Annexure A (Scheme).
2 Pursuant to subsection 411(12) of the Corporations Act, the Plaintiff be exempt from compliance with subsection 411(11) of the Corporations Act in relation to the Scheme.
3 An office copy of these orders be lodged with the Australian Securities and Investments Commission.
4 These orders be entered forthwith.
lchandr002 | Page 1 of 2 |
For personal use only
SEAL AND SIGNATURE
Signature | Chris D'Aeth |
Capacity | Principal Registrar |
Date | 2 February 2022 |
If this document was issued by means of the Electronic Case Management System (ECM), pursuant to Part 3 of the Uniform Civil Procedure Rules (UCPR), this document is taken to have been signed if the person's name is printed where his or her signature would otherwise appear.
FURTHER DETAILS ABOUT Plaintiff(s)
First Plaintiff | |
Name | ICAR ASIA LIMITED |
ABN 91157710846 | |
Address | c/o Emerson Operations Pty Ltd Suite 4201 Level 42 |
264 - 278 George Street | |
Telephone | SYDNEY NSW 2000 |
Fax | |
Client reference | |
Legal representative | |
Name | LUKE BRADSHAW HASTINGS |
Practicing certificate number | 20210 |
Address | ANZ Tower |
161 Castlereagh Street | |
GPO Box 4227 | |
SYDNEY NSW 2001 | |
DX address | DX 361 Sydney NSW |
Telephone | 02 9225 5000 |
Fax | 02 9322 4000 |
luke.hastings@hsf.com |
FURTHER DETAILS ABOUT (s)
ATTACHMENTS TO ORDERS
(Annexure A - Orders 2.2.22.pdf)
[attach.]
lchandr002 | Page 2 of 2 |
Outcome Date: 02 Feb 2022
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Icar Asia Limited published this content on 02 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 February 2022 01:08:03 UTC.