GEMed increases the offer price for Boss Media to SEK 25 per share
The Offer is not being made (nor will any tender of shares be accepted from or on behalf of holders) in any jurisdiction in which the making of the Offer or the acceptance of any tender of shares therein would not be made in compliance with the laws of such jurisdiction. The Offer is not being made, directly or indirectly, in or into Australia, Canada, Japan, South Africa or the United States of America.
• The offer price is increased to SEK 25 per share in Boss Media.
• Bid premium of 72 per cent.
• The Board of Directors of Boss Media unanimously recommends the offer.
• GTECH and Medströms own 28.6 per cent of the share capital and votes in Boss Media
Meg Tiveus, Chairman of Boss Media, said:
“A combination between Boss Media and GTECH is industrially sound. We think the prerequisites for GTECH and Boss Media to create a competitive supplier alternative in an expansive industry are favorable. The revised cash offer presented by GEMed, as a consequence of the process conducted, means that Boss Media’s shareholders receive a substantially higher price for their shares compared to the share price prior to the initiation of the process.”
GTECH CEO Jaymin B. Patel said:
“We are pleased that our revised competitive offer has received the unanimous endorsement of the Board of Boss Media. We now look forward to be working together with Boss Media in the acceleration of its international growth strategy.”
On 1 February 2008, GEMed AB, indirectly jointly owned by GTECH Corporation (“GTECH”) and Medströms AB (“Medströms”), announced a public cash offer to the shareholders in Boss Media AB (publ) (“Boss Media” or the “Company”) to tender all outstanding shares in Boss Media to GEMed (the “Offer”). The acceptance period commenced on 7 February 2008 and ends on 27 February 2008.
GEMed has today decided to increase the offer price by 32 per cent to SEK 25 (the “Increased Offer Price”) from previous SEK 19 per share.
The Increased Offer Price represents a premium of 72 per cent compared to the average closing price of SEK 14.57 of the Boss Media share on the OMX Nordic Exchange Stockholm (“OMX”) during the last 10 trading days prior to the announcement of the Offer, or 87 per cent on a cash and debt free basis (enterprise value)
Besides the Increased Offer Price, the same conditions for the Offer, including the right to waive such conditions, will apply.
The Board of Directors of Boss Media, supported by a fairness opinion rendered by HDR Partners, unanimously recommends the shareholders in Boss Media to accept the Offer .
GTECH and Medströms own approximately 28.6 percent of the share capital and votes in Boss Media.
• GTECH has today acquired approximately 8.8 million shares in Boss Media, and together with previously acquired shares, GTECH currently owns approximately 9.2 million shares in Boss Media, corresponding to approximately 16.0 percent of the share capital and votes.
• Medströms currently owns approximately 7.2 million shares in Boss Media, corresponding to approximately 12.5 per cent of the share capital and votes.
In addition to the above, shareholders representing 3.6 per cent of the share capital and votes, have irrevocably undertaken to tender their shares to GEMed in the Offer. Consequently, and provided that the Offer is completed, GTECH, Medströms and GEMed today controls approximately 32.1 per cent of the share capital and votes in Boss Media.
For further information, please contact:
GTECH Corporation media contact:
Bob Vincent, Vice President of Corporate Communications, +1 401 219 1012
www.GTECH.com
Medströms AB media contact:
Jan Westholm, CFO, +46 707 42 52 46
www.medstroms.se
GEMed’s transaction web site
www.gemed.se
Addtitional media contacts:
Erik Åfors, Vero Kommunikation AB, +46 734 340 770