Torsdag 24 April | 09:47:43 Europe / Stockholm

Kalender

Est. tid*
2019-02-08 - Bokslutskommuniké 2018
2018-11-09 - Kvartalsrapport 2018-Q3
2018-08-14 - Kvartalsrapport 2018-Q2
2018-05-09 - Kvartalsrapport 2018-Q1
2018-05-02 - Årsstämma
2018-04-27 - X-dag ordinarie utdelning LINK 0.00 NOK
2018-02-09 - Bokslutskommuniké 2017
2017-11-09 - Kvartalsrapport 2017-Q3
2017-08-10 - Kvartalsrapport 2017-Q2
2017-05-04 - Kvartalsrapport 2017-Q1
2017-04-28 - X-dag ordinarie utdelning LINK 0.00 NOK
2017-04-27 - Årsstämma
2017-02-06 - Bokslutskommuniké 2016
2016-11-08 - Kvartalsrapport 2016-Q3
2016-10-20 - Extra Bolagsstämma 2016
2016-08-18 - Kvartalsrapport 2016-Q2
2016-05-12 - Kvartalsrapport 2016-Q1
2016-05-06 - X-dag ordinarie utdelning LINK 0.00 NOK
2016-05-04 - Årsstämma
2016-02-08 - Bokslutskommuniké 2015
2015-12-17 - Extra Bolagsstämma 2015
2015-11-10 - Kvartalsrapport 2015-Q3
2015-08-18 - Kvartalsrapport 2015-Q2
2015-05-28 - X-dag ordinarie utdelning LINK 0.00 NOK
2015-05-27 - Årsstämma
2015-05-12 - Kvartalsrapport 2015-Q1
2015-02-10 - Bokslutskommuniké 2014
2014-11-25 - Kvartalsrapport 2014-Q3
2014-08-27 - Kvartalsrapport 2014-Q2
2014-06-19 - X-dag ordinarie utdelning LINK 0.00 NOK
2014-06-18 - Årsstämma
2014-05-22 - Kvartalsrapport 2014-Q1

Beskrivning

LandNorge
ListaOB Match
SektorInformationsteknik
IndustriKommunikation
LINK Mobility Group är ett IT-bolag inriktade mot telekombranschen. Bolaget tillhandahåller mobila lösningar för företagskunder. Bolagets kompetens återfinns inom SMS-gateway, mobilbetalning, samt i erbjudandet av CRM-tjänster, inkluderat olika mobiltävlingar, eventhantering samt lojalitetslösningar. Tjänsterna används av kunder inom flera branscher, från detaljhandeln, transportindustrin, till offentlig sektor. Bolaget etablerades 2001 och har sitt huvudkontor i Oslo.
2018-07-02 08:30:15
Recommended voluntary cash offer to acquire all shares in LINK Mobility Group
ASA by Victory Partners VIII Norway AS

  ·  Voluntary cash offer at NOK 225.0 per issued and outstanding share
("Shares") in LINK Mobility Group ASA ("LINK Mobility" or the "Company"),
valuing the total share capital of LINK Mobility at approximately NOK 3,396
million.
  ·  Premium of 27.4% over the closing price of the shares on June 29th, 2018
and 44.5%, 51.7%, and 71.5% over the volume weighted average price ("VWAP") of
the Company's Shares for the three, six and twelve month periods prior to this
announcement, respectively.
  ·  The Board of Directors of LINK Mobility unanimously recommends the
voluntary cash offer.
  ·  Offer to be made by Victory Partners VIII Norway AS (the "Offeror"), a
company which will be indirectly owned by funds managed by ABRY Partners II, LLC
("Abry") and certain members of management and shareholders of the Company (the
"Management Investors").
  ·  Combined, including shares held by the Management Investors and pre
-acceptances from shareholders, a total of approximately 54% of the issued share
capital of LINK Mobility has committed to sell their Shares to the Offeror.

The Offeror and Link Mobility today announced that they had entered into a
transaction agreement (the "Transaction Agreement"), whereby the Offeror on
certain conditions will launch a recommended voluntary cash offer (the "Offer")
to acquire the entire issued share capital of LINK Mobility for NOK 225.0 per
share (the "Offer Price"). This values the total issued and outstanding share
capital of LINK Mobility at approximately NOK 3,396 million. The Board of
Directors of LINK Mobility unanimously recommends that the Company' shareholders
accept the Offer. Shares tendered in the Offer will be settled in cash.

Abry is a private equity firm with a broad and international experience from
investing in the media, communications, business and information services
industry in North America and Europe. Currently, Abry manages over USD 5bn of
capital in its active funds.

"Abry is impressed by the market position LINK Mobility has created through a
combination of organic growth and acquisitions, creating a leading player in the
European market. Abry believes its broad experience and strong track record
investing in similar businesses will help drive continued growth for LINK
Mobility, supported by continued development of the Company's geographical
footprint and execution of accretive M&A opportunities", says Rob Nicewicz of
Abry Partners.

"This is a natural next step for LINK Mobility in order to develop the company
further. During our almost five years as a listed company, we have grown the
company significantly and provided our shareholders with attractive returns.
Building on the position that we have built, Abry will be well positioned to
take the company further through its extensive experience and track record of
developing communication and business services companies. This offer is positive
for LINK Mobility and its stakeholders", says Jens Rugseth, Chairman of the
Board of Directors of LINK Mobility.

Arild Hustad, CEO of LINK Mobility, adds, "LINK Mobility has become one of
Europe's leading and fastest growing companies within our industry. Our market
position and operational scale form an excellent foundation to leverage on. At
this stage we are eager to level up and compete on a grander and global scale.
We believe Abry can help us achieve this and are looking forward to our
partnership."

The Offer Price represents a premium of 27.4% over the closing price of the
Shares on June 29th 2018, and 44.5%, 51.7%, and 71.5% over the volume weighted
average price ("VWAP") of the Company's Shares for the three, six and twelve
month periods prior to the date of this announcement, respectively.

As of the date of this Offer Document, the Offeror owns no Shares in the Company
and has not previously acquired or paid for Shares in the Company.

The Offeror, the Offeror's holding company, Abry and the Management Investors
have entered into an investment agreement (the "Investment Agreement") whereby
they have agreed to make the Offer for all the Shares in the Company through an
indirect joint ownership in the Offeror. The Management Investors comprise Jens
Rugseth, Rune Syversen, Søren Sundahl and Arild Hustad (or companies controlled
by these). Subject to completion of the Offer, the Management Investors will
transfer in aggregate 2,225,464 Shares in the Company to the Offeror at the
Offer Price in exchange for shares in the Offeror's holding company. The Shares
to be exchanged by the Management Investors for shares in the holding company of
the Offeror represent approximately 14.7% of the Company's Shares. Pursuant to
the Investment Agreement, the Management Investors will further irrevocably
tender their remaining Shares in the Company (and any further Shares they may
own or acquire) in the Offer at the Offer Price.

Other shareholders representing approximately 24.4% of the total share capital
of LINK Mobility have already given their pre-acceptances to the Offer, subject
to customary conditions. Combined, including shares held by the Management
Investors and pre-acceptances from shareholders, a total of approximately 54.0%
of the issued share capital of LINK Mobility has therefore committed to sell
their Shares to the Offeror.

Terms and conditions of the Offer

Subject to customary conditions, including approval of an offer document (the
"Offer Document") for the Offer and no breach of the Transaction Agreement, the
Offeror shall make the Offer to acquire the entire issued and outstanding share
capital of LINK Mobility at the Offer Price. The complete details of the Offer,
including all terms and conditions, will be included in the Offer Document
complying with the requirements of the Norwegian Securities Trading Act and
expected to be distributed to the LINK Mobility shareholders shortly, following
approval by Oslo Børs. The offer period is expected to be at least 3 weeks from
the date of approval of the Offer Document, subject to extension by the Offeror.

As will be further detailed in the Offer Document for the Offer, the completion
of the Offer is subject to satisfaction or waiver by the Offeror at its sole
discretion of the following conditions on or before 3 December 2018:

(i)              The Offer shall at or prior to the expiration of the acceptance
period for the Offer have been validly accepted by shareholders of LINK
representing (when taken together with any Shares acquired or legally binding
agreements to be acquired by the Offeror other than through the Offer) more than
90% of the issued and outstanding share capital and voting rights of LINK
Mobility on a fully diluted basis.

(ii)             Any necessary regulatory approvals shall have been duly
obtained without any conditions and that any applicable waiting periods having
expired or lapsed.

(iii)            No material adverse effect shall have occurred.

(iv)            The Company and its subsidiaries shall carry on its business in
accordance with its ordinary course of business.

(v)             The Board of Directors of LINK Mobility shall not have
qualified, amended or withdrawn the board recommendation of the Offer.

(vi)            No court or other governmental, regulatory authority, shall have
taken any form of legal action that materially affects, or prevents the
completion of, the Offer.

(vii)           No material breach of the Transaction Agreement.

The Offer will not be subject to any financing or due diligence condition.

The recommendation from the independent members of the Board of Directors of
LINK Mobility will be included in the Offer Document and is attached hereto. The
recommendation from the Board of Directors of LINK Mobility is not a formal
statement made pursuant to sections 6-16 and 6-19 of the Norwegian Securities
Trading Act. LINK Mobility has in consultation with Oslo Børs engaged Sparebank
1 Markets AS as an independent third party to provide the formal statement about
the Offer to be issued in accordance with section 6-16 (1) c.f. 6-19 (1) of the
Norwegian Securities Trading Act.

The Board of Directors of LINK Mobility has the right to withdraw its
recommendation of the Offer in the event a bona fide superior competing offer is
made that is not matched by the Offeror within five business days after the
Offeror received notice thereof. As part of the Transaction Agreement with the
Offeror and subject to customary exceptions, LINK Mobility has entered into
undertakings not to solicit competing offers from third parties. If the Board of
Directors withdraws, qualifies or amends its recommendation, LINK Mobility shall
pay an amount equal to the Offeror's reasonable and documented third party costs
for the Offer.

The Offeror intends to make a compulsory acquisition of the remaining Shares in
LINK Mobility upon acquiring more than 90% of the Shares in LINK Mobility under
the Offer. Further, subject to the outcome of the Offer, the Offeror intends to
propose to the general meeting of LINK Mobility that an application is filed
with Oslo Børs to de-list the Shares from Oslo Børs.

The Offer will not be made in any jurisdiction in which the making of the Offer
would not be in compliance with the laws of such jurisdiction. This notification
does not in itself constitute an offer. The Offer will only be made on the basis
of the Offer Document and can only be accepted pursuant to the terms of such
document.

Skandinaviska Enskilda Banken AB (publ), Oslo Branch is acting as financial
advisor to Victory Partners VIII Norway AS in connection with the Offer.
Advokatfirmaet BAHR, DLA Piper and Paul Hastings are acting as legal advisors to
Victory Partners VIII Norway AS. ABG Sundal Collier ASA is acting as financial
advisor and Aabø-Evensen & Co Advokatfirma AS is acting as legal advisor to LINK
Mobility.

For further information, please contact:

Robert J. Nicewicz Jr.

Principal at Abry Partners

Phone: +1 (617) 859-2959

or

Arild Hustad

CEO of LINK Mobility Group ASA

Phone: +47 95 24 19 30

E-mail: arild.hustad@linkmobility.com

About Abry Partners

Abry is one of the most experienced media, communications, business and
information services focused private equity investment firms. Since Abry's
founding in 1989, the firm has completed over $77.7 billion of leveraged
transactions and other private equity or preferred equity placements,
representing investments in over 550 properties.

About LINK Mobility

LINK Mobility is one of Europe's leading mobile communication providers,
specializing in mobile messaging services, mobile solutions and mobile
intelligence. The Group offers a wide range of services and solutions across
different industries and sectors, making communication easier. LINK Mobility
has, due to growing demand for digital communication, platforms and users,
developed a range of solutions that meets the needs of customers. The Company's
headquarters are in Oslo, Norway with additional offices in Sweden, Denmark,
Finland, Latvia, Estonia, Bulgaria, Germany, Spain, Poland, France, Switzerland,
Austria and Italy. The Company has more than 340 employees across Europe. In
2017 the Company had a total turnover of NOK 1.75 billion on a pro forma basis.

FORWARD LOOKING STATEMENTS

This news release contains certain forward-looking statements that are based on
uncertainty, as they relate to events and depend on circumstances that will
occur in the future and which, by their nature, may have an impact on results of
operations and the financial condition of the Offeror and/or LINK Mobility. Such
forward-looking statements reflect our current expectations and are based on the
information currently available. The Offeror cannot give any assurance as to
whether such forward-looking statements will prove to be correct. These forward
-looking statements include statements regarding the Offer, our expectations as
to the launch of the Offer, including the terms of the Offer and expected
timing, expected benefits of the Offer. There are a number of factors that could
cause actual results and developments to differ materially from those expressed
or implied by these forward-looking statements. These factors include, among
other things, satisfactions of conditions to the Offer and investor
participation in the Offer.

Important Notice:

The Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions. The
Offeror and LINK Mobility assume no responsibility in the event there is a
violation by any person of such restrictions. Persons into whose possession this
announcement or such other information should come are required to inform
themselves about and to observe any such restrictions.

THE OFFER WILL NOT BE MADE IN ANY JURISDICTION IN WHICH MAKING OF THE OFFER
WOULD NOT BE IN COMPLICANE WITH THE LAWS OF SUCH JURISDICITON. THIS ANNOUNCEMENT
DOES NOT IN ITSELF CONSTITUTE AND OFFER. THE OFFER WILL ONLY BE MADE ON THE
BAS