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Proposed merger hits snag

Tegan Fleming

Healthscope’s takeover of Symbion Health has failed to gain shareholder approval.

The scheme of arrangement under which the companies were to merge did not pass a shareholder vote and the parties are now looking at alternative ways to advance the takeover.

Only 73.9 per cent of votes were cast in favour of the scheme of arrangement, just below the 75 per cent threshold required for approval.

Symbion’s major shareholder, medical centre and pathology group Primary Health Care, used its 20 per cent shareholding to vote against the scheme.

Symbion chairman, Paul McClintock, said it was disappointing that despite the strong support of Symbion shareholders other than Primary Health Care, the scheme was not approved.

Mr McClintock said while it was always going to be close if Primary Health Care voted against the scheme, it was still important to proceed with the vote in order to confirm shareholder support for the transaction.

"The merger with Healthscope was put to shareholders because the Symbion Health directors genuinely believed that it was a very attractive offer that warranted consideration by shareholders.

"Given the resounding support from shareholders, other than Primary Health Care, we may consider other proposals that deliver a similar outcome for Symbion Health shareholders," he said.

Mr McClintock said the company’s directors would only consider an alternative transaction if it delivered an attractive outcome for shareholders and had the same "compelling strategic rationale" as the proposed merger with Healthscope.

"Given the confidence we have in our businesses going forward, continuing as a stand-alone entity is also a compelling option for Symbion Health," he said.

13-Sep-2007