NetBooster (FR0000079683 - ALNBT) , the interactive communication agency, independent leader in Europe, announces a voluntary public takeover offer for the remaining shares GUAVA A / S (DK0060074144 - GUAVA.CO) not already owned by NetBooster representing approximately 30% stake in Guava. Guava is a subsidiary of Danish based Copenhagen NetBooster controlled 70% of whose shares are traded on the NASDAQ OMX First North Copenhagen. The tender offer officially begins today.
The offer, an all-cash, share values the Guava to 0.15 DKK (about 0.02 €). The Board of Directors of Guava recommends shareholders accept the tender offer and tender their shares to the offer. It is anticipated that the offer expires December 29, 2010 at 16h (Danish time), except extended the offer period.
The offer is subject to certain conditions precedent specified in the documents relating to the tender including the condition that holds after NetBooster bid at least 90% of share capital and voting rights of Guava. If the bid is successful, NetBooster may, if necessary, initiate a squeeze-out procedure on the principal balance of Guava and proceed with the delisting of the latter.
The maximum cost of acquisition of shares not already owned by Guava NetBooster amounts to € 2 million, excluding warrants and employee incentive and Guava leaders who will be separated and repurchase agreements with financial impact depend on the company's performance over the coming years. The transaction will be funded using part of the Group's cash NetBooster.
This strategic transaction is consistent with the ambitions of the Group's development in Europe NetBooster. She will:
- Strengthen its position unparalleled in Europe's leading independent
- To offer its customers and prospects access to a combined pool of over 300 marketers on-line
- To expand its technical and technological tools through highly complementary
Pascal Chevalier, CEO NetBooster " Initiated in early 2009 as part of a strategic alliance, the highly complementary geographic and expertise and joint Netbooster Guava on all the levers of digital communications every day strengthen our ability to win new set of international accounts. Financially, the implementation of synergies, benefits from the restructuring of Guava and savings induced by a deregistration will enable Guava from 2011 to regain the path of sustained profitable growth "
To ensure concurrency between submission of the tender in Denmark and the dissemination of this press release, this press release is distributed during the meeting.
Founded in 1998, NetBooster, independent group of interactive communication , provides its customers with Internet marketing expertise: media, SEO, PPC, affiliate, traffic generation, online media, creative and strategic consulting. NetBooster, located in France, Italy, United Kingdom, Spain, Germany, Finland, Denmark, Sweden, Philippines, China and Brazil is led by Pascal Chevalier, has nearly 440 employees , for fiscal 2009, NetBooster Group reports combined turnover of € 55 million (31 million € for NetBooster, 24 M € for GUAVA AS). Certified " Innovative Company "by OSEO innovation NetBooster eligible for FCIC.