CryptoLogic (CRYP) Amaya Reach Terms on M&A Deal; CryptoLogic Proposes $2.535/Share
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It was announced on 2 February 2012 that the boards of CryptoLogic (Nasdaq: CRYP), and Amaya had reached agreement on the terms of an offer by Amaya to acquire the entire issued and to be issued ordinary share capital of CryptoLogic, which the board of CryptoLogic would unanimously recommend, at a price of US$2.535 (GBP 1.606(i)) (C$2.543(ii)) in cash per CryptoLogic Share.
The boards of CryptoLogic and Amaya are now pleased to announce that the offer document dated 17 February 2012 (the "Offer Document") setting out, amongst other things, the terms and conditions of the Offer and the procedure for acceptance, together with the Form of Acceptance, as well as the Directors' Circular of the board of CryptoLogic dated 17 February 2012 are being posted to shareholders of CryptoLogic, and for information only, to exchangeable shareholders of CryptoLogic's indirect wholly owned subsidiary, CryptoLogic Exchange Corporation and holders of CryptoLogic stock options, today.
The Offer will initially remain open for acceptance until 3:00 p.m. London time (10:00 a.m. Toronto time) on 28 March 2012 and is conditional upon, among other things, valid acceptances being received in respect of more than 50 per cent in value of the issued share capital of CryptoLogic and more than 50 per cent of the voting rights attached to the issued share capital of CryptoLogic normally exercisable at general meetings of CryptoLogic. Full details concerning the conditions to the Offer are set out in the Offer Document.
To accept the Offer in respect of CryptoLogic Shares, the Form of Acceptance should be completed, signed and returned, or an Electronic Acceptance (for holdings in CREST) or Book-Entry Transfer (for holdings in CDS or DTC) made, in accordance with the instructions set out in the Offer Document and the Form of Acceptance so as to be received or settled as soon as possible and, in any event, by no later than 3.00 p.m. London time (10.00 a.m. Toronto time) on 28 March 2012. For further information on the procedure for acceptance, holders of CryptoLogic Shares should read paragraph 15 of Part 2 of the Offer Document.
The boards of CryptoLogic and Amaya are now pleased to announce that the offer document dated 17 February 2012 (the "Offer Document") setting out, amongst other things, the terms and conditions of the Offer and the procedure for acceptance, together with the Form of Acceptance, as well as the Directors' Circular of the board of CryptoLogic dated 17 February 2012 are being posted to shareholders of CryptoLogic, and for information only, to exchangeable shareholders of CryptoLogic's indirect wholly owned subsidiary, CryptoLogic Exchange Corporation and holders of CryptoLogic stock options, today.
The Offer will initially remain open for acceptance until 3:00 p.m. London time (10:00 a.m. Toronto time) on 28 March 2012 and is conditional upon, among other things, valid acceptances being received in respect of more than 50 per cent in value of the issued share capital of CryptoLogic and more than 50 per cent of the voting rights attached to the issued share capital of CryptoLogic normally exercisable at general meetings of CryptoLogic. Full details concerning the conditions to the Offer are set out in the Offer Document.
To accept the Offer in respect of CryptoLogic Shares, the Form of Acceptance should be completed, signed and returned, or an Electronic Acceptance (for holdings in CREST) or Book-Entry Transfer (for holdings in CDS or DTC) made, in accordance with the instructions set out in the Offer Document and the Form of Acceptance so as to be received or settled as soon as possible and, in any event, by no later than 3.00 p.m. London time (10.00 a.m. Toronto time) on 28 March 2012. For further information on the procedure for acceptance, holders of CryptoLogic Shares should read paragraph 15 of Part 2 of the Offer Document.
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