Information management company SDL Plc (SDL.L) on Friday said it has agreed to buy Alterian Plc (ALN.L), a developer of software tools, for 110 pence in cash, valuing the company at about 68.4 million pounds. SDL said that Alterian Directors unanimously recommend its shareholders to vote in favor of the deal. Alterian shares are currently trading around 8 percent higher on the London Stock Exchange.
On October 21, SDL had sent a letter to Alterian's board outlining interest in exploring a non-binding indicative offer for 80 pence per share in cash, but it was rejected by Alterian Board.
Last month, SDL offered 110 pence in cash per Alterian share, to which Alterian Board responded by agreeing to engage with SDL with a view to recommending the proposal assuming SDL announces a firm intention to make an all cash offer.
Alterian Chairman Phil Cartmell today said, "The Alterian Independent Directors are unanimously recommending this Acquisition by SDL, having considered it in the light of the changes that have been made to the business as part of the recently announced transformation programme. The offer gives Alterian Shareholders the opportunity to realise a significant cash premium to the price on 21 October 2011, being the last business day before SDL announced its possible offer."
SDL noted that its per share offer price represents a premium of approximately 73.2 percent to Alterian's closing price on October 21, and a premium of about 46.6 percent to the average Alterian closing price for the 3 months prior to the commencement of the offer period.
SDL has received irrevocable undertakings and letters of intent to vote in favor of deal of a total of 20.01 million Alterian shares representing, in aggregate, approximately 32.2 percent of its existing issued share capital.
With the acquisition, SDL said its Board believes that there is an excellent strategic fit in combining the marketing analytics, campaign management and social media capabilities from the Alterian product suite with that of SDL's leading global Web and Structured Content Management and eCommerce capabilities.
Investec is acting as sole financial adviser to SDL, while Canaccord Genuity is acting as sole financial adviser to Alterian.
In London, SDL shares are currently trading at 591.51 pence, up 5.51 pence or 0.94 percent, and Alterian shares are currently at 109.25 pence, up 8 pence or 7.90 percent.
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