Angry Shareholders?

The fact that there seem to be more acquisition offers of publicly traded tech/gaming stocks than IPOs in the Nordics is definitely saying something about the current sentiment. Playtika giving an indicative, non-binding offer to acquire Angry Birds-maker Rovio of €9.05 per share is a sign of this.

I have no opinion on if that is a fair offer, but I am reminded that often the devil is in the details.

According to Rovio’s board the indicative and non-binding part of the offer includes the following conditions:

“The Indicative Proposal that contemplates the making of a cash tender offer by Playtika is subject to a number of pre-conditions including, but not limited to, satisfactory completion of due diligence, final approval from Playtika’s Board of Directors, a unanimous and unqualified recommendation from the Board of Rovio as well as negotiation and entry into a combination agreement between Rovio and Playtika. Completion of any such cash tender offer would pursuant to the Indicative Proposal be subject to further conditions, including, but not limited to, approval by Rovio shareholders holding at least 90% of the shares of Rovio, and receipt of all necessary regulatory approvals.”

In short, Playtika can withdraw the offer for a bunch of reasons and unless the major shareholders of Rovio (the Hed family) really wants to sell, the current offer is not worth the pixels it was written on.

Author: Henrik Torstensson

Partner at Alliance VC. Investing in Nordic early-stage tech startups.

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