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ASB MAGAZINE:  Billabong International Limited has announced that at the Scheme Meeting held today, Billabong shareholders approved the scheme of arrangement under which  Boardriders, Inc. will acquire all of the shares of Billabong other than those already owned by  Oaktree Capital Management. Chairman Ian Pollard thanked all in attendance, describing today as an important moment in the history of Billabong.

Pollard added that while Billabong has made significant operational progress in recent years, its progress towards its long term financial goals has been slower and more difficult than anticipated at the time of the 2014 recapitalisation, and its earnings growth continues to be impacted by market conditions and other factors.

Billabong also confirmed that prior to the Scheme Meeting, Billabong and Boardriders entered into a deed which amends the terms of the Scheme Implementation Deed between the parties to increase the offer payable by Boardriders from $1.00 to $1.05 per share.

Accordingly, when Billabong returns to the Court to seek approval of the Scheme, Billabong will also seek approval from the Court to amend the terms of the Scheme to reflect the increased consideration from $1.00 to $1.05 per share.

Responding to todays announcement Boardriders Chief Executive Officer Dave Tanner said:

“We believe that this transaction represents the best value for all stakeholders – shareholders, employees, vendors and customers.  We are pleased to see that the Billabong shareholders recognized this value, and have approved the proposed acquisition. We have now cleared a significant milestone, and we are one step closer to creating the world’s leading action sports company.  We look forward to uniting the Billabong and Boardriders communities and building a foundation to better showcase and grow the action sports industry,” said Tanner.

Voting results

In summary, the resolution to approve the Scheme was passed by the requisite majorities of shareholders, with:

  • 85.87% of eligible Billabong shareholders present and voting (either in person or by proxy) in favour of the Scheme Resolution; and
  • 95.45% of votes cast in favour of the Scheme Resolution.
  • These results exceed the majorities for the purposes of the Corporations Act 2001

Implementation of the Scheme

The Scheme remains subject to Court approval in order to be implemented. Billabong has applied to the Court for approval of the Scheme at a hearing scheduled to be held at 10.15am on Friday, 6 April 2018 at the Federal Court of Australia – New South Wales Registry, Law Courts Building, Queens Square, 184 Phillip Street, Sydney. As stated in the Scheme Booklet, any Billabong shareholder who wishes to oppose approval of the Scheme at the Court hearing may do so by filing with the Court and serving on Billabong a notice of appearance in the prescribed form with any affidavit evidence the Billabong shareholder proposes to rely on.The Board will make a further announcement after the Court has considered the matter. If the Court approves the Scheme, Billabong proposes to lodge the orders of the Court with the Australian Securities and Investments Commission on Monday, 9 April 2018 and the Scheme will become effective on that date. If this occurs,

Billabong shares will cease trading on the Australian Securities Exchange on Monday, 9 April 2018.

If Court approval is granted, Billabong shareholders will receive the Scheme Consideration for each Billabong share held at 7:00pm (Sydney time) on the Record Date of Monday, 16 April 2018. Shareholders will be paid their consideration on the Implementation Date, which is expected to be Tuesday, 24 April 2018, in cash either by electronic funds transfer into their nominated bank account or Australian dollar cheque.