23rd Oct 2018 10:33
LONDON (Alliance News) - US-based billing, communications and payment solutions provider OSG Group Holdings Inc has reached an agreement to acquire UK listed communications and marketing solutions provider Communisis PLC for GBP153.8 million in cash.
OSG's takeover vehicle OSG Bidco Ltd said Tuesday it will buy Communisis shares at 71 pence per share, representing around 40% premium to the closing price per Communisis share of 50.8 pence on Monday.
Shares in Communisis were up 39% at 70.60 pence each in morning trade.
OSG Bidco said Communisis represents an attractive opportunity and that there is considerable strategic overlap between OSG Group and Communisis and clear opportunities to develop the existing client base on an increasingly international basis.
OSG plans to fund the deal through new debt facilities arranged by Barclays Bank PLC.
Communisis directors intend to recommend the deal unanimously to the company's shareholders and have decided to vote in favour of the agreement in respect of their own beneficial holdings of Communisis shares representing roughly 0.3% of the ordinary share capital of the company.
OSG Bidco has received acceptances in respect of a total of 89.9 million Communisis shares, representing roughly 42.9% of Communisis' outstanding share capital.
"Whilst the Communisis board believes that the business would have a promising future as an independent listed company, a combination with OSG will provide Communisis with the scale, global presence and digital technology capabilities to ensure it remains at the forefront of its industry and maximises its future potential," said Communisis Chairman David Gilbertson.
OSG Group, based in US state of New Jersey, is majority owned by Aquiline Financial Services Fund III LP, an investment fund managed by New York-based private equity Aquiline Capital Partners LLC.