Merger Update and Refinancing of Debt Facilities

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Stock Integral Diagnostics Ltd (IDX.ASX)
Release Time 20 Dec 2024, 8:58 a.m.
Price Sensitive Yes
 Integral Diagnostics Completes Merger with Capitol Health
Key Points
  • Proposed merger with Capitol Health implemented today
  • All Capitol shares transferred to Integral, and eligible shareholders issued Scheme consideration
  • Integral appoints two former Capitol directors to the board
Full Summary

Integral Diagnostics Limited (ASX: IDX) has announced that the proposed merger with Capitol Health Limited (ASX: CAJ) by way of scheme of arrangement (Scheme) has been implemented today. Under the Scheme, all Capitol shares have now been transferred to Integral and all eligible Capitol shareholders have been issued the Scheme consideration of 0.12849 Integral shares for each Capitol share held on the Scheme record date. The newly issued Integral shares are expected to commence trading on the ASX on a normal settlement basis from Monday, 23 December 2024. Integral has also appointed two former Capitol directors, Laura McBain and Dr Kevin Shaw, to the Integral Board with effect from today. Ms McBain has extensive executive and leadership experience, while Dr Shaw is a highly qualified radiologist. Integral Chair, Toby Hall, welcomed the new directors, stating they will help drive the business and cultural integration to ensure the merger is a success. An application has been made to remove Capitol from the official list of the ASX, which is expected to take effect on and from Monday, 23 December 2024. Integral has also refinanced the existing debt facilities of Integral and Capitol to establish a debt structure that aligns with Integral's enhanced scale and financial position, including committed facilities of $450 million.