Take-Over Activity Round-Up
Last week proved an interesting week for small cap takeover activity with the Friday seeing the announcement of a cash offer to acquire Network Group Holdings ( 29p/£19.6m) by its management team, backed by Lloyds Development Capital. The price of 26 pence per Network share represented a premium of approximately 40 per cent to the pre-announcement share price. The deal was announced in the morning with the support of irrevocable undertakings to accept the offer over shares representing 91 per cent of the Network share capital - enabling the offer to be declared wholly unconditional in the afternoon.
Friday afternoon also saw an announcement by Plus Markets (LON:PMK) Group ( 0.98p/£3.77m) that it had decided to conduct a formal sale process in order to identify appropriate potential partners for the Company or major strategic investors – thereby putting itself into play for the purposes of the Take-over Code. The Company added that the board believes that it is in the best interests of the company to seek a partner which will help it achieve the scale and reach required to maximise value to stakeholders.
Earlier in the week, Myriad, a £135m market cap Swiss Exchange listed software company providing software solutions and services for the mobile phone and consumer electronics industries, announced an all share offer to Synchronica (LON:SYNC) ( 11.62p/£18.45m) valuing each Synchronica share at 13 pence and the Company itself at approximately £20m. The offer is at a premium of 70 per cent to the price on the date which Myriad first made a non-binding indicative proposal to the Board of Synchronica but the consideration shares in Myriad will only be listed on the Swiss Exchange. Myriad noted that Synchronica has an obligation to pay deferred acquisition consideration to Nokia of approximately US$20.2m payable in full before 31 December 2015 and questioned Synchronica’s ability to repay the Nokia debt. Synchronica advised shareholders to take no action in respect of the offer and await a further announcement.
Finally, the battle for control of Victoria continues (see SCW 17 January 2011) with the existing Board advising its shareholders not to support the resolution requisitions of the rebel shareholders until they have received and read the circular from Victoria containing the notice of general meeting and at which the resolutions to change the Board will be voted…
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