Mobile messaging firm Synchronica (LON:SYNC,CVE:SYN) has agreed to a revised all share offer from Myriad to end three months of resistance to the Swiss firm’s approaches.
The increased offer is 4.83 Myriad shares for each Synchronica, which values the UK group at 15p per share or £23.9 million in total. The previous offer was 4.67 shares for one Synchronica.
Myriad will also make a US$3 million loan to the UK group to help it pay its staff in March and April.
Synchronica said the board’s revised stance follows it finding out that any cash it raises may have to be paid to Nokia as payment for the acquisition of its operator branded business last July. It paid US$25 million for Nokia’s business with US$21 million of that consideration deferred.
Synchronica said today that because of Nokia’s position there was “considerable uncertainty” that any equity funds raised could be used for working capital.
David Mason, executive chairman, said: “Furthermore, because of Nokia's charge over Synchronica's assets, we have not been able to raise debt funding on acceptable commercial terms. Given these circumstances, the Synchronica board has concluded that the increased Myriad offer and their loan to fund some of the payroll costs represent the best option for Synchronica and its shareholders.”
He added that the two companies are a good commercial fit with complementary customer bases and technology.
He and other directors have irrevocably accepted the offer in respect of their 1.25 per cent combined holding.
Myriad shares are listed on the SIX Swiss exchange.