On 14 June 2016, OneVue Holdings Limited (ASX: OVH) and Diversa Limited (ASX: DVA) announced that they have entered into a Scheme Implementation Deed. OneVue will acquire all of Diversa's ordinary shares under a Scheme of Arrangement.
Under the Scheme of Arrangement, each Diversa shareholder can elect to receive the Scheme Consideration in the form of Scrip Consideration or Scrip plus Cash Consideration.
Diversa shareholders who held Diversa shares at the record date of 29 Sep 2016 could receive one of the following in exchange for each DVA share :
Option 1: Mixed consideration (Scrip plus Cash)
- 1.073 OneVue ordinary share; and
All Diversa shareholders who did not make a valid scrip consideration election will receive mixed consideration as the default option.
Option 2: Scrip consideration (Scrip only)
- 1.2375 OneVue ordinary share
Class will only automate the Mixed consideration (Scrip plus Cash) with implementation date 6 October 2016.
Mixed consideration (Scrip plus cash)
When partial scrip for scrip roll-over for mixed consideration is chosen, the cost base of DVA that attributes to the exchanged OVH shares is worked out as follows:
Cost base of DVA for scrip component: Market value of 1.073 OVH shares / (Market value of 1.073 OVH share received at the implementation date + cash received )
- $0.68 * 1.073 / ($0.68 * 1.073 + $0.10)
The remaining cash component will not be able to receive CGT rollover relief, it will be used to calculate capital gains/losses for disposing of DVA shares.
Cost base of DVA for cash component: Cash received / (Market value of 1.073 OVH share received at the implementation date + cash received )
- $0.10 / ($0.68 * 1.073 + $0.10)
The market value of OVH as of implementation date, 6 October 2016, is $0.68. The implementation date is determined as per Class Ruling para 28.
This Corporate Action has been made available in Class, refer to our User Guide for more information on the Corporate Actions Console.