William Hill amends Sportingbet offer

8Dec 2012

Sportingbet

After months of negotiations, British betting giant William Hill and fellow sportsbook provider GVC Holdings have reached a conditional agreement that would see them acquire the entire share capital of online sportsbook and gaming operator Sportingbet.

London-based William Hill revealed that the revised proposed offer was agreed following a detailed due diligence process and values each Sportingbet share at 56.1 pence and includes the previously announced final dividend of 1.1 pence per share.

William Hill stated that the revised offer values the proposed acquisition at approximately £485 million and would see Sportingbet shareholders receive 44.8 pence alongside a 1.1 pence dividend in cash for each share in addition to new GVC shares at a rate of 0.0435 to one.

“The revised proposal contemplates a ‘mix and match’ facility under which Sportingbet shareholders would have the opportunity to apply to receive proportionately more cash or more GVC shares,” read a statement from William Hill.

“Certain Sportingbet shareholders [including] DBS Advisors Limited, Mark Blandford, Rockridge Investments SA and various Blandford family trusts and Henderson Global Investors Limited in aggregate holding 74,664,168 Sportingbet shares representing approximately 11.2 percent of the Sportingbet shareholder register have confirmed to the board of Sportingbet that they are supportive of the revised proposal and indicated that their current intention would be to elect to receive the maximum amount of new GVC shares available under the mix and match facility. If such elections were made in the event of a formal announcement, the cash amount per share of the revised proposal available to the rest of the Sportingbet ordinary shareholders who elect to receive the maximum amount of their consideration in cash and minimum in new GVC shares would be approximately 50.4 pence equating to approximately 91.7 percent of their total consideration.

“However, there can be no guarantee that if a firm offer is made by William Hill and GVC those Sportingbet shareholders will make such elections to receive only new shares in GVC and no cash consideration.”

William Hill declared that it will not increase or reduce the value of the new proposed offer unless a third-party comes forward with a ‘firm or possible intention to make an offer’ for Sportingbet. It additionally said that shareholders will now be given until December 18 to conclude ‘on-going discussions’ aimed at reaching an agreement on the ‘detailed terms and conditions regarding a possible offer’.