SAI Global/ Baring Asia Private Equity Fund VI: Scheme Booklet Registered With ASIC

November 2, 2016

ASX Announcement

Further to the Company's announcement on 26 September 2016, SAI Global Limited (SAI) today announced that the Australian Securities and Investments Commission (ASIC) has registered the scheme booklet (Scheme Booklet) in relation to the proposed acquisition of all of the shares in SAI by Casmar (Australia) Pty Limited (ACN 615 021 479), a wholly-owned subsidiary of the Baring Asia Private Equity Fund VI (Baring Asia), via a Scheme of Arrangement (the Scheme). This follows the issuance of orders by the Federal Court of Australia (the Court) today approving despatch of the Scheme Booklet to SAI shareholders and the convening of a meeting of SAI shareholders to consider and vote on the Scheme (Scheme Meeting), which was announced by SAI earlier today.

Further, the Independent Expert appointed by the Board of Directors of SAI in relation to the Scheme, KPMG Corporate Finance, has concluded that the Scheme is in the best interests of SAI shareholders.

A copy of the Scheme Booklet, including the Notice convening the Scheme Meeting and the Independent Expert's Report, is attached to this announcement.

A copy of the Scheme Booklet, including the notice convening the Scheme Meeting and the Independent Expert's Report, will be sent to SAI shareholders on Friday, 4 November 2016.

Those SAI shareholders who have previously elected to receive notifications from SAI's share registry in electronic format, will also receive an email where they can download the Scheme Booklet and lodge their proxy votes online. If the Scheme is approved by SAI shareholders at the Scheme Meeting, and all other conditions precedent are satisfied or waived (where capable of waiver), SAI shareholders will receive a cash payment of AUD$4.75 per SAI share held on the Record Date in respect of the Scheme (Scheme Consideration). The Scheme Consideration is expected to be paid on Friday, 23 December 2016, being the expected Implementation Date in respect of the Scheme.

The Board of Directors of SAI continues to unanimously recommend that SAI shareholders vote in favour of the Scheme at the upcoming Scheme Meeting, in the absence of a superior proposal.

To view the original ASX Announcement please click here.