6th Jul 2021 14:17
(Alliance News) -Â Gopher Investments on Tuesday urged the Playtech PLC board to adjourn next week's general meeting as it responded to the FTSE 250 firm's statement over its rival offer for Finalto.
On Friday, Gopher said it had made a USD250 million cash offer for Playtech's Finalto business, above the current board recommended offer. However, Playtech in response said the timing of Gopher's interest makes it "very difficult" to assess the proposal.
In late May, Playtech unveiled plans to sell its financial trading division, Finalto, for up to USD210 million. The sale is being made to a consortium led by Barinboim Group and backed by Leumi Partners and Menora Mivtachim Insurance, together with "key members" of the division's management team.
Under the consortium deal, Finalto is being sold for a fixed amount of USD185 million, of which USD15 million is deferred for up to two years from completion. A further USD25 million is contingent on the business meeting certain targets.
However, Gopher - which holds just under a 5% stake in Playtech - emerged on Friday with an improved offer.
It presented the offer to the Playtech board, but received a written response saying the company has "limited flexibility" to engage with Gopher under the terms of the sale and purchase agreement that it entered into with the consortium in May.
Responding on Tuesday, Gopher said it has reviewed the agreement in place for the consortium's offer and envisages entering into a pact on "materially equivalent" terms. As such, it believes transaction documentation can be entered into "very quickly".
It is confident it would receive the necessary consents for the deal to go ahead in an "efficient" manner.
Gopher urged the Playtech board to adjourn the general meeting scheduled for next Thursday,.
"An adjournment of the general meeting for a short period of time does not preclude the board from proceeding with the consortium's offer and provides both the board and shareholders with optionality," said Gopher.
Gopher wants to enter talks with the board to proceed towards a Finalto deal that delivers "materially better value" for shareholders.
Should the meeting go ahead, Gopher urged shareholders to vote against the consortium's offer - in line with ISS's voting recommendation, updated on Monday, it noted.
Institutional Shareholder Services, or ISS, is a proxy advisory firm.
Shares in Playtech were up 0.3% at 450.80 pence in London on Tuesday afternoon.
By Lucy Heming;Â [email protected]
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