Leading Independent Investment Research, Morningstar, Inc.

Morningstar

Leading Independent Investment Research

Morningstar, Inc.

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Event-Driven

Programmed Maintenance Serv / Event-Driven

We are placing our fair value estimate for <a href="https://www.smartkarma.com/entities/534" target="_blank" data-smartkarma-citation="entities:534:1">Programmed Maintenance Serv (PRG AU)</a> under review. This follows a proposal by Japanese staffing company Persol to acquire 100% of Programmed Maintenance Services for a cash price of AUD 3.02 per share, by way of a scheme of arrangement. The offer price represents a 68% premium to the July 13 closing price of AUD 1.80 per share. Under the proposal, Programmed may declare and pay a fully franked special dividend on or shortly before the implementation date of the scheme, and the cash consideration will be reduced by the amount of any such dividend. The board has unanimously recommended shareholders vote in favour of the scheme, in the absence of a superior proposal and subject to an independent expert’s report.The scheme is not subject to any financing or due diligence conditions, hence we believe it should progress. We will assess the offer and will most likely increase our fair value estimate to the takeover price in the coming business days. The scheme booklet and independent expert’s report should be sent to Programmed shareholders in early September. The shareholder vote is expected to take place in early October 2017 and, if the conditions of the scheme are satisfied, implementation should occur in mid-October.<a href="https://www.smartkarma.com/entities/1428" target="_blank" data-smartkarma-citation="entities:1428:1">Persol Holdings Co Ltd (2181 JP)</a> is one of the largest staffing companies in Japan, with employees and operations spread throughout Asia. The company is listed on the Tokyo Stock Exchange with a market capitalisation of AUD 6 billion, and fiscal 2017 revenue of AUD 7 billion. The company provides a range of services including temporary staffing, permanent placements, recruitment, IT outsourcing, and design development.Analysts: Adam Fleck, CFA and Daniel Ragonese

We are placing our fair value estimate for Programmed Maintenance Serv (PRG AU) under review. This follows a proposal by Japanese staffing company Persol to acquire 100% of Programmed Maintenance Services for a cash price of AUD 3.02 per share, by way of a scheme of arrangement. The offer price represents a 68% premium to the July 13 closing price of AUD 1.80 per share. Under the proposal, Programmed may declare and pay a fully franked special dividend on or shortly before the implementation date of the scheme, and the cash consideration will be reduced by the amount of any such dividend. The board has unanimously recommended shareholders vote in favour of the scheme, in the absence of a superior proposal and subject to an independent expert’s report.The scheme is not subject to any financing or due diligence conditions, hence we believe it should progress. We will assess the offer and will most likely increase our fair value estimate to the takeover price in the coming business days. The scheme booklet and independent expert’s report should be sent to Programmed shareholders in early September. The shareholder vote is expected to take place in early October 2017 and, if the conditions of the scheme are satisfied, implementation should occur in mid-October.Persol Holdings Co Ltd (2181 JP) is one of the largest staffing companies in Japan, with employees and operations spread throughout Asia. The company is listed on the Tokyo Stock Exchange with a market capitalisation of AUD 6 billion, and fiscal 2017 revenue of AUD 7 billion. The company provides a range of services including temporary staffing, permanent placements, recruitment, IT outsourcing, and design development.Analysts: Adam Fleck, CFA and Daniel Ragonese

Persol Lobs Takeover Proposal for Programmed