12 August 2015
Amino Technologies PLC
("Amino" or the "Company")
Completion of acquisition of Entone Inc.
Amino Technologies PLC (LSE: AMO), the Cambridge-based provider of digital entertainment solutions for IPTV, Internet TV and in-home multimedia distribution, is pleased to announce that it has completed the acquisition of Entone Inc. ("Entone"), a provider of broadcast hybrid TV and connected home solutions.
This follows the announcements on 21 July 2015 in relation to the Acquisition and Placing, and approval of the Resolutions at the General Meeting of the Company on 10 August 2015.
As previously announced, the Total Consideration comprises Initial Consideration of $65.0 million and Deferred Consideration of $8.0 million, of which $5.0 million will be payable on the first anniversary of Completion and a further $3.0 million payable on the second anniversary of Completion, to qualifying Entone Management only.
Following receipt of the Management Elections from Entone Management, the Company has determined that:
i) on the first anniversary of Completion, the proportions of shares and cash to be subscribed for will be 1,087,442 Deferred Consideration Shares and $2.5 million cash; and
ii) on the second anniversary of Completion, the proportions of shares and cash to be subscribed for will be 652,459 Deferred Consideration Shares and $1.5 million cash.
Payment of the Deferred Consideration to the members of Entone Management is, in each case, conditional on such person remaining in service with Entone or the Enlarged Group (as applicable) on the first anniversary of Completion for the first Deferred Consideration payment and on the second anniversary of Completion for the second Deferred Consideration payment.
Defined terms used in this announcement shall have the meanings set out in the circular to shareholders of the Company dated 22 July 2015.
Donald McGarva, Chief Executive of Amino, commented:
"We are delighted to have completed the acquisition and look forward to integrating Entone into our business. This transformational acquisition broadens our capabilities and market reach globally across IPTV, hybrid broadcast and a range of connected home solutions.
This deal is closely aligned with our recent acquisition of Booxmedia and is a strong strategic and cultural fit for Amino.
We anticipate the combined group will generate a number of synergies and expect the acquisition to be significantly earnings accretive in the first full year of ownership. We look forward to the future with confidence and are excited by the long-term potential for a bigger, bolder Amino."
For further information please contact:
Amino Technologies PLC |
+44 (0)1954 234100 |
Thomas Keith Todd CBE, Chairman |
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Donald McGarva, Chief Executive Officer |
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Julia Hubbard, Chief Financial Officer |
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FTI Consulting LLP (Financial PR) |
+44 (0)20 3727 1000 |
Matt Dixon / Chris Lane / Alex Le May / Nicola Krafft |
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Canaccord Genuity Limited (Financial Adviser and Joint Bookrunner) |
+44 (0)20 7523 8000 |
Simon Bridges / Piers Coombs / James Craven / Emma Gabriel
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finnCap Ltd (NOMAD and Joint Bookrunner) |
+44 (0)20 7220 0500 |
Stuart Andrews / Matt Goode / Carl Holmes (Corporate Finance) Simon Johnson (Corporate Broking) |
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