Overview of Pacific Smiles Group and NDC Scheme

Pacific Smiles Group Limited (ASX: $PSQ) has received confirmation from HBF Health Limited (HBF) that it intends to vote its 10.03% shareholding in favor of the proposed acquisition by NDC BidCo Pty Ltd (NDC). NDC aims to acquire 100% of Pacific Smiles shares through a scheme of arrangement for a cash consideration of $1.90 per share, subject to certain conditions, including approval by Pacific Smiles shareholders.

Executive Commentary

The Pacific Smiles Directors are pleased with HBF's decision to support the Scheme Resolution. The Independent Expert's conclusion that the Scheme is fair and reasonable, and in the best interests of shareholders, further reinforces our confidence in the proposed acquisition. We continue to recommend that shareholders vote in favor of the Scheme, as we believe it presents a valuable opportunity for the company's future.

Summary of NDC Scheme and Shareholder Voting

Pacific Smiles Group Limited (ASX: $PSQ) has secured HBF's intention to vote in favor of the proposed acquisition by NDC. The company emphasizes the importance of shareholder participation in determining the Scheme's outcome and encourages shareholders to vote. The Scheme Meeting to approve the resolution is scheduled for 1 August 2024. Shareholders are urged to review the Scheme Booklet for comprehensive information on voting procedures and reasons to support or oppose the Scheme Resolution. The company remains optimistic about the potential benefits of the acquisition and looks forward to the shareholders' decision.