Minter Ellison advised National Can Industries Limited on Scheme Implementation Agreement

March, 2012 - Sydney, New South Wales

Minter Ellison advised the independent directors of National Can Industries Limited (NCI), which this week entered into a Scheme Implementation Agreement with ESK Holdings Pty Ltd and Michael Wesley Tyrrell. ESK will acquire, under a Scheme of Arrangement, all of the ordinary shares in NCI held by NCI shareholders other than Tyrrell family interests and Bennamon Pty Ltd. Scheme shareholders will receive A$1.84 in cash per share, which values NCI's ordinary equity at approximately A$123 million.

The NCI shares held by Bennamon will be acquired by ESK for the same price under a separate share purchase agreement at the same time as the implementation of the Scheme of Arrangement. This acquisition is also subject to approval by the minority shareholders. Subject to satisfaction of a number of conditions (including the minority shareholder approvals) the transaction is expected to complete in June.

NCI, a long-standing client of Minter Ellison, is the only manufacturer in Australia that supplies both metal and plastic packaging to leading paint, food and aerosol brands.

The Minter Ellison team included partners Jeremy Blackshaw and Joseph Pace.

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