Stockholm-listed online gambling group Cherry AB is the subject of an of SEK 9.193bn (£802m) takeover offer from a consortium fronted by British private equity firm Bridgepoint, fronted by chairman Morten Klein and Betsson CEO Pontus Lindwall.
The Independent Bid Committee established by Cherry, set up specifically to consider the takeover bid on the board’s behalf but excluding chairman Klein, has recommended that its shareholders accept the public offer of SEK87 (£7.59) per share submitted by European Entertainment Intressenter Bidco.
EE Intressenter is a company jointly controlled by Bridgepoint Advisers, which is acting on behalf of a series of partnerships, namely Bridgepoint Europe VI Fund, Prunus Avium, Klein Group, Audere Est Facere, Pontus Lindwall, Berkay Reyhan and Can Yilanlioglu.
The offer has been fully financed through a combination of equity provided by Bridgepoint and other consortium members, as well as debt financing provided by Ares Management.
The acceptance period for the offer is expected to commence on December 20, expiring around January 23, 2019, subject to extensions.
Mika Herold, a partner at Bridgepoint Advisers, commented on behalf of the consortium: “We have followed Cherry closely for a long time and have the highest regard for the success and impressive track record that Cherry and its divisional management teams have achieved through driving innovation in the iGaming sector.
“However, we also believe that many of the opportunities and challenges facing Cherry and its subsidiaries are easier to approach in a private setting and with a more favourable capital structure.”
One of the conditions of the takeover is the handover of at least 90 per cent of the total outstanding shares in Cherry to EE Intressenter.
EE Intressenter does not currently possess any shares in Cherry at this present time, although its members currently possess a total of 50,100,368 shares, equating to approximately 47.4 per cent of the total number of shares and 37.9 per cent of the total number of votes in the company.
In a statement, Cherry said that irrevocable undertakings to accept the offer have been received from shareholders who represent 12,298,332 shares, meaning the consortium holds shares – or have secured commitments to accept the offer – corresponding to 59.1 per cent of the capital and 66.5 per cent of the votes.
The Independent Bid Committee’s recommendations emphasised a number of considerations in connection with the offer, most notably that the bid presents a premium of 20 per cent compared to the closing price of Cherry’s series B shares on Nasdaq Stockholm on December 17, the final trading day before the announcement of the offer.
Herold added: “The changing regulatory environment together with necessary measures to defend and increase Cherry’s market share over time, will require significant investment.
“We have presented a financially attractive offer for the shareholders, which is reaffirmed by the support received from some of Cherry’s largest shareholders.”
EE Intressenter has said the consortium believes that Cherry will be able to “maximise value by focusing on driving the performance of the individual business units rather than managing the combined entity as a publicly listed company.”
The news breaks as Cherry’s home market of Sweden prepares to launch its re-regulated igaming market on January 1.