General Atlantic näyttää omistavan noin 15%, Kirkby 3% ja Glitrafjord 8%.
Loput tähänastisesta 34,5% osuudesta on muilta tietyiltä sijoittajilta sekä yhtiön johdolta.
“The board recommends the offer as it represents a fair valuation of the company, as well as significant opportunities for accelerating the company’s journey to become the leading learning platform in the world,” Chairman Andreas Hansson said.
“It remains to be seen whether other shareholders will accept it. Since the bidders have management on their team, we consider it less likely for other bidders to emerge, but the offer may need to be increased to reach the 90 percent acceptance rate required for the transaction.”
Personally, I’m holding out for a higher offer. I don’t like at all that the CEO is involved in taking the company private. He promised to continue as CEO if the offer goes through. There is a hidden threat to resign if the offer doesn’t go through. If a competing bid comes along and succeeds, the CEO will likely get the boot.
Are you familiar with Norwegian practices regarding tender offers? Friday’s announcement didn’t yet state when the offer period begins, and as I understand it, it wasn’t strictly a tender offer yet, but rather an announcement of an agreement by certain parties to make a tender offer.
Is this part normal in Norwegian practice?:
Undertakings given in respect of Shares representing c.18.94% of the Outstanding Share Capital may be withdrawn (in broad terms) if the offer period in respect of the Offer is not commenced on or prior to 16:30 (CEST time) on 31 August 2023 or a third party makes a competing offer with consideration of a 10% premium to the Offer Price and the Board considers that the terms of the competing offer are as a whole more favourable to all Shareholders than the Offer and the competing offer is recommended by the Board.
In that case, 18.94% of the shares can withdraw from the agreement if the offer period doesn’t start by August 31st or if a competing offer of at least NOK 38.5 arrives. Since 34.5% is behind the offer, it seems most likely that General Atlantic with its 15% stake cannot withdraw, but everyone else can. Is the intention just to fish for a higher offer, or am I being too optimistic?
DNB’s Dag Hammer would be surprised if Kahoot were sold at a share price of NOK 35. DNB’s funds have approximately a 2% stake.
Folketrygdfondet and DNB (totaling 7%) may therefore not accept the takeover bid. Based on today’s price reaction, the market does not believe the offer will go through, nor does it expect a higher bid.
Kangaroo BidCo AS made a takeover bid yesterday. The offer period ends on August 25, 2023, at 16:30 (Norwegian time). They can extend the offer until October 6, 2023, at the latest.
Shares committed to the sale are at 37.04%. On July 14, 2023, this was 34.5%, meaning after two weeks of letting the offer simmer, they have gained an additional 2.54% of shares. I don’t believe they will reach the 90% mark. I am not selling and I am not accepting the offer.
That offer doesn’t seem to have a realistic chance of going through.
Aug 15, 2023: Independent expert statement (PricewaterhouseCoopers AS) required by the Oslo Stock Exchange regarding the offer was published NewsWeb (oslobors.no)
Aug 24, 2023: Reminder issued about the offer expiring on Aug 25, 2023, at 16:30 NewsWeb (oslobors.no)
And today, Aug 25, 2023, at 17:15: Extension of the offer period by just under two weeks until Sep 6, 2023, at 16:30. This auction can be extended until Oct 6 at 24:00.
Share price today is 33.85, which is 3.29% below the offer price.
The Q2 2023 report was unsurprising. H1 growth was weak, and H2 is expected to see higher revenue in line with normal seasonal variation. Revenue is growing as the number of paying users increases. On the other hand, the total number of users is decreasing. Guidance and long-term targets remain unchanged, of course.
AI is visible here as well. A new AI-assisted tool for teachers to generate content was introduced.
Yet another announcement. Getting a larger stake than that is likely difficult—although this phrase, “based on recent conversations understands that other institutions are currently finalising their evaluation process”, suggests that more might be coming.
As of the date hereof at 08.00 hours CEST, and subject to customary verification, the Offeror has received acceptances of the Offer for a total of 142,515,476 Shares, which, taken together with the 148,015,955 Shares to which the Offeror is conditionally entitled pursuant to the investment agreement dated 14 July 2023, equals 290,531,431 Shares, equivalent to approximately 58.95% of the share capital and voting rights in the Company.
I have a position myself and haven’t been selling. In my opinion, this is an outrageous attempt, and I certainly don’t accept this. I’ve been in two minds about whether to add this week, but I didn’t. I’m confident that this won’t go through!
The Offeror will provide an update of the level of acceptances before the Oslo Stock Exchange opens for trading on 11 September 2023 due to ongoing counting of received acceptances by the Offeror’s receiving agent.
By Monday morning at the latest, we will hear how many have accepted the offer. I am not one of them myself.
35 NOK is basically a bad joke; if it goes through, it will certainly be a shock. It’s surprising that this robbery attempt wasn’t made while the share price was stagnating in the dead of winter, at the same time the offer for Meltwater came in.
Ei suurta nousua hyväksyjien joukossa - 28.8, eli edellisessä ilmoituksessa 58,95 % prosenttilukema.
As of the date hereof at 08.00 hours CEST, and subject to customary verification, the Offeror has received acceptances of the Offer for a total of 165,122,186 Shares, which, taken together with the 148,015,955 Shares to which the Offeror is conditionally entitled pursuant to the investment agreement dated 14 July 2023, equals 313,138,141 Shares, equivalent to approximately 63.54% of the share capital and voting rights in the Company.
Extension of acceptance period – approval
Oslo Børs, in capacity as take-over supervisory authority, has approved amendment to the following offer set out in offer document dated 27 July 2023, as amended 25 August and 8 September 2023, in respect of:
Voluntary offer to acquire the shares in Kahoot! ASA made by Kangaroo BidCo AS.
The amendment relates to extension of the acceptance period.
Acceptance period, as extended: to 6 October 2023 at 23:00 (CEST).
The expiration date of the current extension, October 6, 2023, is the latest date to which the offer was originally promised to be extended. There are now two weeks left until then.
“The Offer Period will in no event be extended beyond 6 October 2023”
It’s quite unlikely that they will reach 90% ownership, so they won’t be able to squeeze out our shares. It would be quite strange if they don’t raise the offer.
As of the date hereof at 08.00 (CEST), and subject to customary verification, the Offeror has received acceptances of the Offer for a total of 193,467,170 Shares, which, taken together with the 148,015,955 Shares to which the Offeror is conditionally entitled pursuant to the investment agreement dated 14 July 2023, equals 341,483,125 Shares, equivalent to approximately 69.29% of the share capital and voting rights in the Company.
Quite a small increase - exactly 5.75 percentage points in two weeks.