Thank you for standing by, and welcome to the Reject Shop Limited scheme meeting. I would now like to hand the conference over to Mr. Steven Fisher, Chairman. Please go ahead. Good afternoon, shareholders, fellow directors, team members, and guests. My name is Steven Fisher, and I'm the Non-Executive Chair of the Reject Shop Limited and the Chair of today's scheme meeting. It's my pleasure to welcome you to the scheme meeting of the Reject Shop Limited. Today is a significant day in the history of the Reject Shop. Today, shareholders are being asked to vote on the proposed scheme of arrangement under which Dollarama Inc., through its directly-owned Canadian subsidiary, Dollarama International Inc., would acquire all the shares in the Reject Shop. I will refer to the proposed scheme of arrangement during this meeting as the scheme. Thank you for attending today's scheme meeting. As it is just past 2:30 P.M. Australian Eastern Standard Time and the quorum is present, I now declare the scheme meeting open. I would like to introduce your board of directors who are all online with us today: David Grant, Chair of the Audit and Risk Committee, Nick Perkins, and Margaret Zabel, Chair of the People and Culture Committee. I would also like to introduce some of the members of the executive leadership team who are also online with us today: Clinton Cahn, our Chief Executive Officer, Amy Eshuys, our Chief Operating Officer, Andrew Wolff, Chief Financial Officer, and Lauren Harris, Company Secretary. Today's meeting will commence with an address from me, and we will then proceed to vote on the scheme resolution, where shareholders and property holders will have an opportunity to ask questions. Before I commence my address, I will outline the procedural matters for today's scheme meeting. Today's scheme meeting is being held virtually via the online meeting platform. Instructions on how to participate in the meeting are included in the scheme booklet and in the virtual scheme meeting guide, which are available on our website. You may also participate in the scheme meeting via telephone. The dialing details to do so are now displayed on the screen. Irrespective of your method of attending the scheme meeting, you will have the same opportunity to participate today as you would at a physical meeting. This includes shareholders and proxy holders being able to ask questions via the online meeting platform and the telephone. Jim Kumper-Gargas from MUFG Corporate Markets, our share registry, will act as returning officer for the purpose of conducting and determining the results of the poll. If we experience any technical issues today that impact the scheme meeting, I will assess the circumstances and advise you accordingly. If this is not possible, you will be informed via the ASX platform of how and when to rejoin the meeting. Voting on the scheme resolution will be conducted by poll, and I now declare the poll open. Shareholders and proxy holders may cast their votes via the online meeting platform using the electronic voting card received after validating their online registration. If you have not already done so, to validate your registration, you will be asked to enter your Security Reference Number, commonly known as the SRN, or Holder Identification Number, commonly known as the HIN, plus your postcode if you're in Australia or your country if you're outside Australia. To then cast your vote, click on the Get Voting Card button. As Chair of the scheme meeting, any directed proxies that are not voted will default to me, and I will vote those proxies as directed as if I'm appointed as proxy. I will vote all available undirected proxies in favor of the scheme resolution. The poll will remain open for approximately five minutes following the conclusion of the scheme meeting to allow any final votes to be submitted, with the results of the scheme meeting to be announced on the ASX as soon as possible following the meeting. If you experience any difficulties using the online meeting platform, please check the virtual scheme meeting guide, which is on our website, or contact the helpline shown on the screen. Shareholders and property holders will be provided an opportunity to ask questions or make comments after the scheme resolution is put to shareholders. If you are a shareholder or property holder and wish to ask a question via the online meeting platform, please click on the Ask a Question button on your screen and follow the instructions. Alternatively, if you wish to ask a question via the dedicated phone line, please press one. Questions may be moderated to avoid repetition, and if questions are particularly lengthy, they may be summarised. Depending on the question asked, I may answer it or ask another Reject Shop director or executive leadership team member to respond as appropriate. I will endeavour to address as many questions as possible during the scheme meeting. However, there may not be sufficient time available to address all the questions raised. I encourage you to submit your votes and any questions you may have earlier in the scheme meeting via the online meeting platform to ensure they are received and your questions can be addressed at the relevant time during the meeting. Today, our item of formal business is to vote on the scheme. Before we turn to the formal business of the scheme meeting, I would like to say a few words about the proposed scheme. On the 27th of March 2025, the Reject Shop announced it had entered into a scheme implementation agreement with Dollarama, under which Dollarama agreed to acquire all the issued shares in the Reject Shop at a cash price of $6.68 per Reject Shop share. Details of the proposed scheme are outlined in the scheme booklet that was released to the ASX on the 16th of May 2025 and dispatched to Reject Shop shareholders on the 21st of May 2025, in accordance with the orders of the Federal Court of Australia issued on the 16th of May 2025. If the scheme is approved and implemented, Dollarama International will acquire all the shares in the Reject Shop, and eligible Reject Shop shareholders will receive the transaction consideration of $6.68 per Reject Shop share, which comprises the scheme consideration of $5.91 per Reject Shop share and the fully franked special dividend of $0.77 per Reject Shop share. The special dividend is expected to enable eligible Reject Shop shareholders to benefit from franking credits up to $0.33 per Reject Shop share, and subject to the scheme meeting becoming effective, will e paid in respect of Reject Shop shares held on the special dividend record date of 7:00 P.M. Australian Eastern Standard Time of Monday, 7 July 2025, with expected payment date of the special dividend being Monday, the 14th of July 2025. The transaction consideration of $6.68 per Reject Shop share values the Reject Shop equity at approximately $259 million on a fully diluted basis and represents a premium of 112% to the closing share price on the 26th of March 2025 of $3.15 per share, 108% to the one-month volume-weighted average price, or VWAP, to 26 March 2025 of $3.22 per share, and 117% to the six-month VWAP to 26 March 2025 of $3.08 per share. The scheme booklet sets out reasons why Reject Shop shareholders might vote for or against the scheme. The reasons are set out in detail in section one of the scheme booklet and are summarized on the slide displayed on the screen. The scheme booklet also includes further information regarding the scheme, including a number of risk factors relating to the Reject Shop and the scheme. The Reject Shop appointed BDO Corporate Finance (WA) Pty Limited as the independent expert to assess the merits of the scheme. The independent expert has concluded that the scheme is fair and reasonable and therefore is in the best interests of Reject Shop shareholders in the absence of a superior proposal. The independent expert has assessed the value of Reject Shop share on a controlling interest basis to be in the range of $4.80-$5.24 per share. The transaction consideration of $6.68 cash per Reject Shop share exceeds the independent expert's assessed value range for the Reject Shop share. A complete copy of the independent expert's report is set out in scheme one of the scheduled booklets. The Reject Shop board unanimously recommends that you vote in favor of the scheme at today's scheme meeting. In the absence of a superior proposal and subject to the independent expert continuing to conclude that the scheme is in the best interests of Reject Shop shareholders and not subsequently changing that conclusion, to be that the scheme is not in the best interests of Reject Shop shareholders. As of the date of the scheme meeting, the Reject Shop directors are not aware of any intention by the independent expert to change its conclusion. Each Reject Shop director has instructed that any Reject Shop shares held or controlled by them be voted in favor of the scheme in the absence of a superior proposal and subject to the independent expert continuing to conclude that the scheme is in the best interests of Reject Shop shareholders and not subsequently changing that conclusion to be that the scheme is not in the best interests of Reject Shop shareholders. The interests of the Reject Shop directors in Reject Shop shares are set out in schedule 5.5 of the scheme booklet. With regard to these interests when considering how to vote on the scheme, I can confirm that as the date of this scheme, no superior proposal has emerged, and the Reject Shop directors are not aware of any superior proposal that is likely to emerge. The Reject Shop's largest shareholder, KGL Pty Limited, which through its wholly-owned subsidiary, Benara Pty Limited, controls approximately 20.7% of Reject Shop shares on issue as of the date of the scheme meeting, has informed the Reject Shop board that it intends to vote all Reject Shop shares held or controlled by it in favor of the scheme. In the absence of a superior proposal and subject to the independent expert continuing to conclude that the scheme is in the best interests of Reject Shop shareholders and not subsequently changing that conclusion, to be that the scheme is not in the best interests of Reject Shop shareholders, I can confirm that as of the date of this scheme meeting, KGL has voted all Reject Shop shares held or controlled by it in favor of the scheme. Implementation of the scheme remains subject to the following conditions, which must be satisfied or waived where capable of waiver: approval of the scheme resolution by Reject Shop shareholders at the scheme meeting by the requisite majorities, which will be determined today. Approval of the scheme by the Federal Court of Australia at the Second Court hearing, which is scheduled to be held on Monday, 30 June 2025. Other customary conditions, which are detailed in the scheme booklet, noting that the scheme is not subject to any financing conditions. As of the date of the scheme meeting, the Reject Shop directors are not aware of any circumstances which would cause any of the conditions to not be satisfied or waived where capable of waiver. If the scheme is approved by Reject Shop shareholders at today's scheme meeting, the key dates relating to the scheme are displayed on the slide. The Second Court hearing for approval of the scheme is scheduled to be held on Monday, the 30th of June 2025. The Court approves the scheme. The effective date and the last trading day of the Reject Shop shares on the ASX is expected to be Tuesday, 1 July 2025. If the scheme is approved, it is expected to be implemented on Tuesday, 22 July 2025. If the scheme becomes effective, eligible Reject Shop shareholders will receive the transaction consideration of $6.68 cash per Reject Shop share, which will comprise the scheme consideration of $5.91 per Reject Shop share, to be paid on the expected implementation date of Tuesday, 22 July 2025, to Reject Shop shareholders in respect of Reject Shop shares held on the scheme record date, which is expected to be 7:00 P.M. Australian Eastern Standard Time on Tuesday, 15 July 2025, and the special dividend of $0.77 cash per Reject Shop share to be paid on the expected dividend payment date of Monday, 14 July 2025, to Reject Shop shareholders in respect of Reject Shop shares held on the special dividend record date, which is expected to be 7:00 P.M. Australian Eastern Standard Time on Monday, 7 July 2025. I will now move to the formal business of the scheme meeting. The scheme booklet, which includes the notice of scheme meeting, outlines the scheme resolution and has been made available to all Reject Shop shareholders. I will take the scheme booklet and notice of scheme meeting as read. The words of the resolution are now displayed on the screen. For the scheme to proceed, votes in favor of the scheme resolution must be received from the requisite majorities of Reject Shop shareholders. As detailed in the scheme booklet, the requisite majorities for the scheme resolution are: a majority number, more than 50%, of Reject Shop shareholders present and voting at the scheme, either online or by proxy, attorney, or, in the case of corporate Reject Shop shareholders, corporate representative, and at least 75% of the total number of votes cast on the scheme resolution at the scheme meeting by Reject Shop shareholders present and voting, either online or by proxy, attorney, or, in the case of corporate Reject Shop shareholders, corporate representative. The summary of proxy votes received on the scheme resolution before the scheme meeting is now displayed on the screen. As set out in the notice of scheme meeting, as Chair of the meeting, I intend to vote undirected proxies in favor of the scheme resolution and I now formally vote undirected proxies in this manner and all directed proxies in accordance with the direction instructed by shareholders. The Board unanimously recommends that you vote in favor of the scheme resolution. I will now ask shareholders and proxy holders whether they have any questions on the scheme resolution. Thank you, Chair. I can confirm there are no questions waiting on the online meeting platform. Operator, are there any questions via the phone line? There are no questions on the phone line at this time. Now that we have considered the scheme resolution, that concludes the scheme meeting. I now declare the scheme meeting closed, subject to completion of the poll. The poll will remain open for approximately five minutes to allow any final votes to be submitted. If you have not yet submitted your votes via the online meeting platform, you should do so now. The final poll results will be released to the ASX and placed on our website as soon as possible following the scheme meeting. I would like to thank all shareholders for the support of the Reject Shop over the years and now declare the meeting closed. Thank you. That does conclude our conference for today. Thank you for participating. You may now disconnect.
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