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The shareholders of the SME lender have voted in favour of the proposal to be acquired by a consortium led by the Salter Brothers Tech Fund.
The majority of Prospa’s shareholders have voted in favour of the proposal for an entity controlled by a consortium led by the Salter Brothers Tech Fund to acquire all of the issued shares in Prospa that it does not already own.
As first announced in February, the scheme of arrangement would see shareholders receive either $0.45 cash or 1 share in the PGL HoldCo Ltd (and unlisted company) for every Prospa share held at the scheme record date.
At the meeting held on Tuesday afternoon (16 July), shareholders passed the required resolutions to approve the deal, which would see Salkbridge Pty Ltd – the entity controlled by a consortium led by the Salter Brothers Tech Fund – acquire all of the issued shares in Prospa that it does not already own.
The proposed transaction requires that shareholders approve the resolutions to facilitate the on-lending to the company of up to $12 million in funds currently drawn by a wholly owned subsidiary of Prospa in order for the bidding company to satisfy its obligations to fund part of the aggregate cash consideration.
The meetings saw that 81.52 per cent of Prospa shareholders present and voting at the scheme meeting voted in favour of the deal while 99.74 per cent of the votes cast by Prospa shareholders present and voting were in favour of the scheme resolution.
The deal remains subject to the approval of the Supreme Court of NSW, which is scheduled for a hearing on the morning of 31 July.
If the court approves the scheme (and the other outstanding conditions precedent are satisfied or waived prior to the hearing), the deal will become legally effective on 1 August before implementation on 8 August.
It is expected that Prospa shares will be suspended from trading on the ASX from 1 August.
However, all dates are subject to necessary court and regulatory approvals.
What happens to Prospa post-acquisition?
As previously reported by The Adviser, the Salter Brothers Tech Fund – led by Gregg Taylor – seeks to buy Prospa to add to its specialist equity, credit, and property portfolio.
Under the acquisition, Prospa founders Greg Moshal and Beau Bertoli will continue in their positions at the company and it is expected that senior management will do so.
Speaking at the time, Bertoli told The Adviser: “In the past 12 years, we’ve helped more than 54,000 small businesses in Australia and New Zealand with $4 billion in tailored, online funding to help grow their business. Now it’s time to double down on the next decade.
“We couldn’t have achieved what we have so far without the support and dedication of the community of thousands of partners we work with day in, day out to deliver the best financial products for small business. The next era of Prospa will allow us to do even more together.
“Brokers won’t see any change to how we do business with them and their clients but, should the transaction proceed, becoming a private company should allow us to double down on our mission and work more closely with the community of brokers we work with day in, day out.
“We are in it for the long haul and believe this is a new era for Prospa, and an opportunity for us to refocus our efforts on what we do best – helping small businesses unleash their potential.
“As always, we’ll continue [to] review our plan and objectives – looking at what is the right size to execute on our strategy and build a strong, sustainable, and profitable Prospa.”
[Related: Prospa to be acquired]
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