Business
Offer for Mediapolis
Offer for Mediapolis.
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[{"type":"text","content":"\n \n \n Offer for Mediapolis\n \n \n\n \n Clear Leisure plc\n \n \n\n \n \n \n 22 November 2013\n \n \n Clear Leisure Plc(“Clear Leisure†or “the Companyâ€)Offer \n for Mediapolis\n \n \n The Board of Clear Leisure Plc announces that the Company has received \n an unsolicited, but binding and fully-financed offer (the “Binding \n Proposalâ€) to acquire the Company’s entire holding (directly and \n indirectly held by the Company) in Mediapolis S.p.A. (“Mediapolisâ€)\n \n \n This Binding Proposal has been made by Generali Investimenti Holding \n (“Generaliâ€), a Milan based building contractor, and is supported by a \n bank guaranteed proof of funds covering the full purchase price.\n \n \n In the event that the offer is accepted by the Board of Clear Leisure, \n Generali has the option to pay for the Company’s holding in Mediapolis \n in one or other of the following ways:\n \n \n Option 1: €20 million in cash, of which €7 million will be \n payable to Clear Leisure immediately on closing, with the balance of €13 \n million being used to settle Mediapolis outstanding debts; or\n \n \n Option 2: €30 million in a mixture of cash and assets, of which \n €13 million in cash will be used to settle Mediapolis’ outstanding debts \n and €17 million of unencumbered Real Estate Assets will be transferred \n to Clear Leisure\n \n \n The consideration, should the Binding Proposal be accepted, is \n equivalent to;\n \n \n \n In excess of 3 pence per share under the cash-only Option 1; or\n \n \n In excess of 7.15 pence per share under the cash and Real Estate \n Assets Option 2.\n \n \n \n The Binding Proposal requires that a binding contract is executed on or \n before 60 days after 30 April 2014, which is the expiration date of the \n Binding Proposal.\n \n \n The Binding Proposal is subject to completion of two specific conditions \n before a binding agreement can be executed:\n \n \n \n \n a)\n \n \n  \n \n \n Approval by the tribunal court of Ivrea (Italy) of the proposal to \n restructure the Mediapolis debt which will be presented to the court \n on or before January 10 2014;\n \n \n \n \n \n \n \n \n and\n \n \n \n \n b)\n \n \n \n \n Receipt of the final building approval by the Regione Piemonte (the \n local regional authority), which includes the signing of the formal \n final document, whic...