Processing timeline
31
days
Acquirer(s)
Waterworks Education Group Pty Ltd ACN - 678 086 210, Imagine Education Investments Trust ABN - 54 637 909 142, POLAR 993 PTY LTD as trustee of Imagine Education Investments Trust ABN - 77 642 129 226
Target(s) or Vendor(s)
Waterworks Childcare Investments Pty Ltd
Other parties
Imagine Education Investments Pty Ltd
Imagine Education Investments Trust, with Polar 993 Pty Ltd as trustee, and Waterworks Education Group Pty Ltd are undertaking an ownership restructure of 35 childcare centres within the Imagine Education group. This multi-stage unit acquisition from existing holders affects centres in the childcare and early childhood education sector.
The parties propose to undertake an ownership restructure between the existing part-owners of 35 childcare centres that form part of the Imagine Education group, have a common management team and operate under the Imagine Childcare, Children First and Grow Early Education brands (the Acquisition ). The centres provide: centre-based childcare and early childhood education services (long day-care) for children aged approximately 0–6 years; and ancillary services associated with the operation of childcare centres (for example, meals and incidental educational programmes). The centres operate through 34 unit trusts ( Sub-Trusts ). The units in the Sub-Trusts are held by a number of private investment companies and trusts, with overlapping or common investors between different Sub-Trusts. Currently, Imagine Education Investments Trust ( Head Trust ) holds a proportion of the units in most of the Sub-Trusts and all of the units in Head Trust are owned by Waterworks Education Group Pty Ltd ( WEG ). The current trustee of Head Trust is Imagine Education Investments Pty Ltd. Prior to the Acquisition, Polar 993 Limited ( Head Trustee ) will be appointed as the new trustee of Head Trust. The Acquisition has two stages. In the first stage, 4 Sub-Trusts ( AH Sub-Trusts ) propose to acquire all of the units they do not already hold in 4 unit trusts through which 4 of the childcare centres are operated ( AH Sub-Sub-Trusts ). In exchange, the AH Sub-Trusts propose to issue the current holders of those units with new units in the AH Sub-Trusts. As a result, Head Trust would increase its unitholding in 2 AH Sub-Trusts. In the second stage, Head Trust proposes to acquire all of the units that it does not already hold in each of the Sub-Trusts from the current holders of those units ( Vendors ), in exchange for Head Trustee issuing the Vendors with new units in Head Trust. As a result, WEG’s interest in Head Trust would be diluted but it would acquire an interest in the units in the Sub-Trusts to be acquired by Head Trust. The proposed restructure will not change the value of the economic interests of each Vendor and WEG in the Sub-Trusts as a whole or the management or operational control of the centres.