DoubleU Games Agrees To Acquire Remaining DoubleDown Shares Through $16.25-Per-ADS Cash Tender Offer
Benzinga Newsdesk 10 hours ago
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DoubleU Games Co., Ltd. (KRX: 192080) ("DoubleU Games") and DoubleDown Interactive Co., Ltd. (NASDAQ:DDI) ("DoubleDown") today announced that they have entered into a definitive Tender Offer and
DoubleU Games Co., Ltd. (KRX: 192080) ("DoubleU Games") and DoubleDown Interactive Co., Ltd. (NASDAQ:DDI) ("DoubleDown") today announced that they have entered into a definitive Tender Offer and Post-Offer Cooperation Agreement (the "Agreement"), under which DoubleU Games will commence an all-cash tender offer to acquire all outstanding American Depositary Shares of DoubleDown ("ADSs," each representing one-twentieth (1/20) of one common share of DoubleDown) not already owned by DoubleU Games or its affiliates for US$16.25 per ADS in cash, replacing DoubleU Games’ prior proposal. DoubleU Games currently owns approximately 67.05% of DoubleDown’s outstanding common shares. The change in structure was determined following discussions with a special committee composed solely of DoubleDown’s independent and disinterested directors (the "Special Committee"). The price and other terms were negotiated by the Special Committee with the advice of its independent legal and financial advisors. The Special Committee unanimously (i) determined that the Agreement and the transactions contemplated thereby (the "Transactions"), including the offer, are advisable, fair to, and in the best interests of, DoubleDown and its shareholders, including holders other than DoubleU Games, its affiliates and the directors and officers of DoubleU Games and DoubleDown (the "Unaffiliated Holders"), and (ii) recommended that DoubleDown’s board of directors (the "DDI Board") approve the Agreement and the Transactions. Following that recommendation by the Special Committee, and after considering the fairness opinion of the Special Committee’s financial advisor and in consultation with its advisors, the DDI Board unanimously (i) determined that the Agreement and the Transactions are advisable, fair to, and in the best interests of, DoubleDown and its shareholders, including the Unaffiliated Holders, (ii) approved the Agreement and the Transactions, and (iii) recommended that DoubleDown’s Unaffiliated Holders accept the offer and tender their ADSs pursuant to the offer.
