ELEVATION HOLDINGS
TO ACQUIRE EIDOS
Copyright 2005 Business Wire Press Release
[ March 22nd 2005 ]
The Directors
of EM Holding and Eidos announce that they have
reached agreement on the terms of a recommended
cash offer of 50 pence (approximately $0.96) for
each Eidos Share and each Eidos ADS (each Eidos
ADS representing 1 Eidos Share) for the whole
of the issued and to be issued share capital of
Eidos (the "Offer"). This values the whole of
the issued share capital of Eidos at approximately
GBP 71.0 million (approximately $136.3 million).
The Offer
price of 50 pence per Eidos Share represents a
premium of approximately 27.4 per cent. to the
Closing Price of 39.25 pence per Eidos Share (approximately
$0.75) on 18 March, 2005, the last business day
prior to the date of this announcement. The Offer
will be effected by means of a scheme of arrangement
although EM Holding reserves the right to elect
to implement the Offer by way of a takeover offer
(within the meaning of section 428 of the Companies
Act).
The Directors
of Eidos, who have been so advised by UBS Investment
Bank, financial adviser to Eidos, consider the
terms of the Offer to be fair and reasonable and
unanimously recommend that Eidos Shareholders
and holders of Eidos ADSs vote in favour of the
resolutions to be proposed at the Court Meeting,
as they have irrevocably undertaken to do with
respect to their own beneficial holdings of Eidos
Shares. In providing advice to the Directors of
Eidos, UBS Investment Bank has taken into account
the commercial assessments of the Directors of
Eidos.
Commenting
on the Offer, John Riccitiello, Managing Director
of Elevation Partners, L.P., said today: "We are
pleased to be able to make this cash offer and
believe it is in the best interests of Eidos shareholders,
employees and customers."
Commenting
on the Offer, John van Kuffeler, Chairman of the
Board of Eidos, said today: "I am pleased to announce
the cash offer by EM Holding Corp. and bring to
an end the uncertainty which the Company, its
shareholders and employees have endured during
recent months. Our recent interim results reflect
the financial and strategic issues facing Eidos.
The Board firmly believes that shareholders' interests
are best served by a sale of the Company."
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