Notable Mergers and Acquisitions of the Day 10/30: CSCO, WPTE
- Cisco Systems, Inc. (Nasdaq: CSCO) may consider pulling $3.1 billion bid for TANDBERG, as shareholders owning 24% company press for a higher offer, according to reports form Bloomberg
- Mandalay Media, Inc. today announced that it has increased its proposal to the Board of Directors of WPT Enterprises, Inc. (NASDAQ: WPTE). The revised proposal is to acquire WPT for $36.5 million, consisting of $28.5 million in cash, $5 million in Mandalay Media stock and perpetual revenue participation rights, guaranteed to be at least $3 million. The estimated value to shareholders per share is $1.77, including the guaranteed portion of the revenue participation rights, and as adjusted for the actual share count at closing. The proposal represents a premium of approximately 61% over the closing price of WPT's common stock on October 26, 2009 and a premium of approximately 28% over the implied value at closing of WPT's pending asset sale with Peerless Media Ltd.
In a letter to WPT's Board of Directors, Mandalay's Co-Chairman Robert Ellin stated that Mandalay proposal is a "Superior Proposal" as that term is defined under the asset purchase agreement with Peerless.
Mandalay stated that the proposed asset sale with Peerless provides no payment or distribution of any kind to WPT's shareholders. In contrast, the Mandalay proposal would provide significant cash and stock directly into the hands of WPT shareholders.
In addition, Mandalay stated that in order to enable the WPT board of directors to comply with its fiduciary duties to give serious consideration of the Mandalay proposal, Mandalay urged the board of WPT to postpone the Special Meeting of Shareholders currently scheduled for October 30, 2009. Mandalay has asked to meet with the WPT board as soon as possible.
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