Avoidance of takeover provisions; Basis for directors’ recommendation; Proposed rival scheme of arrangement - Sufficiency of information in ASX announcement; "disclosure of speculation"- timing of announcement -funding arrangements of rival bidder - publication of Heads of Agreement - operation of break fee arrangements and fiduciary exception; fiduciary carve out; lock-up agreement; false and misleading statements; exclusivity provisions of lock up agreement; ;calculation of break fee; 1% cap on break fee;
Corporations Act 2001 - Division 2 of Part 7.10, s411(17);
Guidance Note 7 - Lock-up devices
Magna Pacific (Holdings) Limited - Lionsgate Australia Pty Ltd - destra Corporation Limited - Macquarie Private Portfolio Management Limited