Trilogy International Limited


Transaction Type: Scheme of arrangement

Offeror / Other Party: CITIC Capital China Partners III, L.P, Business Bakery LP

Independent Adviser(s): Grant Samuel

Date of meeting: 29/03/2018


On 15 December 2017, Trilogy International Limited (Trilogy) announced that it had entered into an agreement with CITIC Capital China Partners III, L.P (CITIC Capital) under which it was proposed that a wholly-owned subsidiary of CITIC Capital would acquire 100% of the shares in Trilogy for $2.90 per share by way of a scheme of arrangement (the proposed scheme).

On 13 March 2018, Trilogy announced that CITIC Capital and the Business Bakery LP (the Business Bakery), a 31.2% shareholder in Trilogy, had entered into an agreement under which the Business Bakery agreed to pay a certain amount of transactional costs incurred by CITIC Capital in relation to the proposed scheme.

Shareholders voted to approve the proposed scheme on 14 March 2018. Compañia de Inversiones y Desarrollo Sur Limitada (CIDSUR), a 3.59% shareholder in Trilogy, voted in a separate interest class because its shares were to be transferred to Trilogy and cancelled prior to the scheme implementation date.

Grant Samuel prepared an independent adviser’s report on the merits of the proposed scheme.