Business
WiLAN Announces Intention to Make an All-Cash Takeover Offer for MOSAID Technologies and C$200 Million Extendible Convertible Debenture Offering
/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES / Key H...
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[{"type":"text","content":"\n\n\n\n\n\n/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE\n SERVICES/\n\n\nKey Highlights\n\n\nBrings two leading research, development and licensing businesses\n together in an effort to create a stronger, more valuable global\n licensing business\n\n\nAll cash offer of C$38.00 per MOSAID share (the \"Offer\")\n\n\nOffer represents a substantial premium to recent MOSAID trading levels:\n\n\n38.2% of the 10-day volume weighted average price excluding MOSAID's\n cash from its balance sheet on a dollar for dollar basis\n\n\n25.3% over the 10-day volume weighted average price\n\n\nCash offer provides immediate guaranteed value for MOSAID shareholders\n without the uncertainty and exposure to ongoing business and\n operational risks\n\n\nOffer is not conditional on financing and contains only customary\n conditions for an offer of this type\n\n\nAccretive to WiLAN's adjusted earnings per share and cash flow per share\n\n\nOTTAWA, Aug. 17, 2011 /CNW/ - Wi-LAN Inc. (\"WiLAN\" or the \"Company\")\n (TSX: WIN) (NASD:WILN), a leading technology innovation and licensing\n company, today announced that it intends to make a formal all-cash\n offer to acquire all the outstanding common shares of MOSAID\n Technologies Incorporated (\"MOSAID\") for approximately C$480 million.\n\n\nUnder the terms of the Offer, WiLAN proposes to acquire all of the\n outstanding common shares of MOSAID (the \"MOSAID Shares\") for 100% cash\n consideration of C$38.00 in cash per MOSAID Share.\n\n\nExcluding MOSAID's cash from its balance sheet on a dollar-for-dollar\n basis from the MOSAID share price, the Offer represents a premium of\n approximately 31.1% over the closing price of the MOSAID Shares and a\n premium of approximately 38.2% over the volume-weighted average trading\n price of the MOSAID Shares on the TSX for the 10 trading days ending on\n August 16, 2011. Based on the closing price of the MOSAID Shares on the\n TSX on August 16, 2011, the implied premiums are 21.0% and 25.3%,\n respectively.\n\n\nIn conjunction with its intention to make a formal offer for the MOSAID\n Shares, WiLAN is pleased to announce that it has entered into an\n agreement to sell on a bought deal basis, to a syndicate of\n underwriters led by Canaccord Genuity Corp. and CIBC World Markets\n Inc., C$200,000,000 aggregate principal amount of extendible\...