Diverger (ASX:DVR) Scheme of Arrangement Update

Diverger Limited (ASX:DVR) has announced that the Australian Securities and Investments Commission (ASIC) has registered the Explanatory Booklet for the proposed scheme of arrangement between Diverger and its shareholders. Under the scheme, Count Limited (Count) is set to acquire 100% of Diverger's issued shares. Diverger shareholders participating in the scheme will receive a default implied consideration of $1.42 per Diverger Share, comprising $0.40 cash per share and 1.44 Count Shares. The Explanatory Booklet includes an independent expert's report concluding that the scheme is fair and reasonable. Diverger directors unanimously recommend voting in favor of the scheme, subject to the absence of a superior proposal. The Explanatory Booklet will be sent to all Diverger shareholders, and the scheme meeting is scheduled for Tuesday, 23 January 2024.

Executive Commentary on Scheme of Arrangement

The Explanatory Booklet provides comprehensive details about the proposed scheme of arrangement, including the considerations for Diverger shareholders and the unanimous recommendation from Diverger directors. The independent expert's report, included in the Explanatory Booklet, supports the fairness and reasonableness of the scheme. Shareholders are encouraged to carefully review the booklet and consider the implications before the scheduled scheme meeting on 23 January 2024.

Scheme of Arrangement Summary and Outlook

Diverger Limited's (ASX:DVR) progress in the scheme of arrangement with Count Limited presents an opportunity for shareholders to consider the proposed acquisition. The detailed Explanatory Booklet, including the independent expert's report, provides transparency and guidance for shareholders. The scheme meeting on 23 January 2024 marks a crucial milestone in the acquisition process. Diverger's ambitions for the scheme, as outlined by the directors, aim to secure the best interests of shareholders. Shareholders are advised to carefully assess the provided information and participate in the upcoming scheme meeting to make informed decisions regarding the proposed acquisition.