Update: IMI Mobile, having acquired 50.88% stake in WIN PLC (9.55% owned and 41.32% in valid acceptances) has made its offer for WIN Plc shares unconditional, and extended its offer until 1.00 p.m. on 25 August 2010. WIN PLC has informed its shareholders that subject to IMImobile Europe becoming the beneficial owner or receiving valid acceptances of at least 75% of the issued share capital of WIN, IMImobile Europe plans to apply to the London Stock Exchange for the cancellation of trading of WIN Shares on AIM.
Update (August 3rd): So it isn’t over in case there’s a counter bid for Bluhone’s 2.07% that is 10% higher than the GBP 1.50 bid from IMI Mobile. Given that ECI is backing out, we’re saying that the deal is done.
Earlier today: Mobile VAS company IMI Mobile* has completed the acquisition of WIN Plc, having received valid acceptances or irrevocable undertakings amounting to 50.26% stake (5,293,393 shares) in the UK based company VAS company. According to a statement released by WIN Plc, IMI Mobile is no longer considering an offer for the whole of the issued and to be issued share capital of WIN. Thus, ECI Partners, which was considering tabling an offer at GBP 1.50, has said that it doesn’t intend to make a competing offer.
However, keep in mind that ECI, in partnership with MIG (which will compete with IMI Mobile in UK) did manage to push IMI Mobile to raise its offer to WIN shareholders from GBP 1.41 to GBP 1.50. The deal for IMI Mobile was clinched when its subsidiary IMImobile Europe received an irrevocable undertaking to accept the Increased Offer from Bluehone Investors LLP for 2.07% of the issued share capital of WIN.
Interestingly, IMI Mobile also hasn’t managed to buy the entire shares for which it had received letters of intent or irrevocable undertakings: undertakings and LOI’s had been received for approximately 28.56 per cent, of which it has received valid acceptances of only those amounting to 22.87 per cent. IMImobile Europe purchased the remaining 600,000 WIN Shares which were subject to such letters of intent on 23 July 2010. In terms of related party buys, the acceptances also include the 9,848 shares owned by IMImobile Europe director Anu Shah, amounting to 0.09 % shares.
No Plans To De-list?
Now it’s also worth noting that initially IMI Mobile had announced that they intend to acquire 75% of the shareholding, and de-list AIM listed company, thus also giving WIN Plc shareholders an exit. This volte-face means that WIN Plc is likely to remain listed, with IMI Mobile as a majority shareholder with board control, and yet not shell out more money. We’ve requested IMI Mobile for more information on their plans, and we’re particularly keen on finding out if they intend considering a buyback if the WIN Plc share falls. Why pay a premium for the remaining shares, right?
For more background information, read:
July 27th: Updated: IMI Mobile Raises Offer For WIN Plc To GBP 1.5
July 20th: Update: IMI Mobile Bid For WIN Plc Faces 6.4% Higher Counter Offer From ECI Partners
Jun 26th: WIN PLC Board Recommends IMI Mobile’s Cash Offer To Shareholders; Why This Deal
Jun 10th: WIN’s Largest Shareholder Says IMI Mobile’s Bid Undervalues Co
May 3rd: IMI Mobile In Talks To Acquire UKs WIN Plc At GBP 1.41 Per Share
Disclosure: IMI Mobile is an advertiser with MediaNama