Minter Ellison has advised Redflex Holdings Ltd on its decision to enter into a scheme implementation agreement with an entity associated with The Carlyle Group and Macquarie Group Ltd under which the consortium will acquire all ordinary shares in Redflex.
Gilbert + Tobin advised The Carlyle Group while Corrs Chambers Westgarth advised Macquarie Group.
Under the terms of the agreement, the consortium will pay $2.70 cash per share where the Australian/US dollar exchange rate is within the range of $US0.98 cents to $US1.02. An adjustment will be made to the offer price if the dollar exchange rate moves out of that range.
The transaction is subject to shareholder approval, court approval and other conditions.
The takeover proposal values Redflex at $340 million on an enterprise basis.
The Board of Redflex unanimously recommended the takeover proposal to shareholders in the absence of a superior proposal and subject to an independent expert concluding that the proposal is in the best interests of shareholders.
Headquartered in Australia but predominantly based in the United States, Redflex manufactures and operates highway safety equipment. The company's traffic enforcement products and services include the largest network of digital speed and red-light cameras in the world.
Minter Ellison's Alberto Colla and Joseph Pace acted on the deal, along with Gilbert + Tobin's Bryan Pointon and Andrew Cook, and Corrs' Braddon Jolley.