Scheme Implementation Agreement Sample Contracts

SCHEME IMPLEMENTATION AGREEMENT FOR THE ACQUISITION OF PUSHPAY HOLDINGS LIMITED
Scheme Implementation Agreement • March 16th, 2023

Pushpay Holdings Limited a company incorporated in New Zealand whose registered office is Level 6, 167 Victoria Street West, Auckland 1010, New Zealand (“Pushpay”)

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Wameja enters into Scheme Implementation Agreement
Scheme Implementation Agreement • September 21st, 2020 • New South Wales

Wameja Limited (LSE: WJA.L & ASX: WJA.AX), (“Wameja” or “the Company”) a joint venture partner with Mastercard in the HomeSend global payment hub, advises that it has today entered into a Scheme Implementation Agreement (“SIA”) with Burst Acquisition Co. Pty. Ltd, a company controlled by Mastercard (“MC”).

SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • March 3rd, 2014 • South Australia

A Envestra and APA have agreed that Envestra will propose a scheme of arrangement under Part 5.1 of the Corporations Act between Envestra and its shareholders (other than members of the APA Group), pursuant to which APL as RE of APT will acquire all of the ordinary shares in Envestra which it does not already own.

ASX Release
Scheme Implementation Agreement • December 17th, 2014
EXECUTION VERSION Scheme Implementation Agreement
Scheme Implementation Agreement • February 27th, 2024 • Cenntro Inc. • Motor vehicles & passenger car bodies • New South Wales

B HoldCo is a special purpose vehicle incorporated in Nevada, United States, for the purpose of effecting the re-domiciliation of the Cenntro Group.

ENTER INTO SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • May 15th, 2014

 IOOF and SFGA have entered into an agreement under which IOOF proposes to acquire all of the shares in SFGA via a Scheme of Arrangement

SFG Australia & IOOF enter into Scheme Implementation Agreement
Scheme Implementation Agreement • May 15th, 2014
Scheme Implementation Agreement
Scheme Implementation Agreement • June 4th, 2015 • Western Australia

Please see attached copy of the Scheme Implementation Agreement referred to in today’s announcement of the merger between Uranium Resources and Anatolia Energy.

SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • January 21st, 2021 • VERRA MOBILITY Corp • Transportation services • New South Wales

By signing this document the witness states that they witnessed the signature of the signatory over audio visual link in accordance with s14G of the Electronic Transactions Act 2000 (NSW).57

ASCENT PHARMAHEALTH AND STRIDES ARCOLAB ENTER INTO SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • December 22nd, 2010
Contract
Scheme Implementation Agreement • December 12th, 2018
SKILLED GROUP TO BE ACQUIRED BY PROGRAMMED MAINTENANCE SERVICES
Scheme Implementation Agreement • June 23rd, 2015

▪ SKILLED Group Limited (SKILLED) and Programmed Maintenance Services Limited (Programmed) have entered into a Scheme Implementation Agreement under which SKILLED will be acquired by Programmed via a Scheme of Arrangement (Scheme)

ASX ANNOUNCEMENT
Scheme Implementation Agreement • November 20th, 2020
Pushpay enters into scheme implementation agreement at NZ$1.34 in cash per share
Scheme Implementation Agreement • October 27th, 2022

Pushpay Holdings Limited (NZSX:PPH, ASX:PPH, ‘Pushpay’ or ‘the Company’) has entered into a Scheme Implementation Agreement under which the Sixth Street and BGH Capital Consortium via Pegasus Bidco Limited

Contract
Scheme Implementation Agreement • March 31st, 2024

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

SCHEME IMPLEMENTATION AGREEMENT AVITA Medical Limited AVITA Therapeutics, Inc. KPMG Law KPMG International Towers Sydney 3 Sydney NSW 2000 ABN 78 399 289 481 | DX1056 Sydney Liability limited by a scheme approved under Professional Standards Legislation
Scheme Implementation Agreement • April 20th, 2020 • Avita Medical, Ltd. • Surgical & medical instruments & apparatus • New South Wales

AVITA Therapeutics, Inc., a company incorporated in the State of Delaware in the United States of America, with a principal business address of 28159 Avenue Stanford, Suite 220, Valencia, California 91355 (Avita US)

Scheme Implementation Agreement
Scheme Implementation Agreement • December 14th, 2017
Scheme Implementation Agreement
Scheme Implementation Agreement • August 8th, 2017 • New South Wales

ICU Medical, Inc., a company incorporated in Delaware, United States of 951 Calle Amanecer, San Clemente, California CA 92673, United States (Bidder)

NEW ZEALAND EQUITY RESEARCH
Scheme Implementation Agreement • November 5th, 2023
SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • February 9th, 2017
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SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • October 25th, 2022
Scheme Implementation Agreement Bionomics Limited (ACN 075 582 740) and Neuphoria Therapeutics Inc. (a company incorporated in Delaware)
Scheme Implementation Agreement • October 2nd, 2024 • Bionomics Limited/Fi • Pharmaceutical preparations • New South Wales
Scheme Implementation Agreement
Scheme Implementation Agreement • September 21st, 2006 • Hospira Inc • Pharmaceutical preparations • Victoria
Merger Update and Amended Scheme Implementation Agreement
Scheme Implementation Agreement • July 9th, 2018

Tawana Resources NL (ASX:TAW) (Tawana) is pleased to provide an update on the proposed merger (Merger) between Tawana and Alliance Mineral Assets Limited (Alliance) as announced on 5 April 2018.

SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • November 11th, 2019
AMENDMENT TO SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • April 16th, 2021
SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • June 3rd, 2022 • Western Australia
GREENCROSS ENTERS INTO SCHEME IMPLEMENTATION AGREEMENT
Scheme Implementation Agreement • November 5th, 2018 • New South Wales

⚫ Greencross Limited (‘Greencross’) has entered into a Scheme Implementation Agreement (‘SIA’)1 with Vermont Aus Pty Ltd an entity owned by funds managed by TPG Capital Asia and TPG Growth (‘TPG’) to acquire 100% of Greencross shares

Scheme Implementation Agreement
Scheme Implementation Agreement • July 20th, 2024

Stonepeak Alps BidCo Limited (Company No. 9261338) a duly incorporated company having its registered office at c/- Bell Gully, Level 5, Deloitte Centre, 1 Queen Street, Auckland Central, Auckland, 1010, New Zealand (Stonepeak) Arvida Group Limited (Company No. 4904500) a duly incorporated company having its registered office at Floor 15, 29 Customs Street West, Auckland Central, Auckland, 1010,New Zealand (Arvida)

Macquarie Capital Alliance Management Limited
Scheme Implementation Agreement • June 16th, 2008 • New South Wales

Today’s Macquarie Capital Alliance Group release noted that a copy of the Scheme Implementation Agreement would be separately released to the ASX. Please see the attached copy of the agreement.

Scheme Implementation Agreement
Scheme Implementation Agreement • February 16th, 2012

Contents Page 1 Defined terms and interpretation 1 1.1 Definitions in the Dictionary 1 1.2 Interpretation 1 1.3 Process Agreement 2 2 Agreement to proceed with the Scheme 2 2.1 Target to propose the Scheme 2 2.2 Bidder to assist 2 3 Conditions Precedent 2 3.1 Condition Precedent 2 3.2 Conditions Precedent to completion 3 3.3 Conditions Precedent for the benefit of Bidder and Target 3 3.4 Conditions Precedent for the benefit of Bidder only 3 3.5 Benefit and waiver of Conditions Precedent 4 3.6 Best endeavours and co-operation 5 3.7 Obligations in relation to Regulatory Approvals 6 3.8 Provision of undertakings 6 3.9 Notifications 6 3.10 Certificate in relation to Conditions Precedent 7 3.11 Failure of Condition Precedent 7 4 The Scheme 8 4.1 Outline of the Scheme 8 4.2 Scheme Consideration 8 5 Special Dividend 9 5.1 Special Dividend 9 5.2 Tax Ruling 9 5.3 Financier's confirmation 9 5.4 Funding of Special Dividend 9 6 Implementation of the Scheme 9

Execution version Amended and Restated Scheme Implementation Agreement Benitec Biopharma Limited ACN 068 943 662 Benitec Biopharma Inc.
Scheme Implementation Agreement • March 18th, 2020 • Benitec Biopharma LTD/ADR • Pharmaceutical preparations
Scheme Implementation Agreement
Scheme Implementation Agreement • June 10th, 2019 • Western Australia
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