Components | August 18, 2011
WiLAN with All-Cash takeover offer for Mosaid Technologies
Wi-LAN Inc. intends to make a formal all-cash offer to acquire all the outstanding common shares of Mosaid Technologies Incorporated (Mosaid) for approximately CAD 480 million.
Under the terms of the Offer, WiLAN proposes to acquire all of the outstanding common shares of Mosaid for 100% cash consideration of CAD 38.00 in cash per Mosaid Share. Excluding Mosaid’s cash from its balance sheet on a dollar-for-dollar basis from the Mosaid share price, the Offer represents a premium of approximately 31.1% over the closing price of the Mosaid Shares and a premium of approximately 38.2% over the volume-weighted average trading price of the Mosaid Shares on the TSX for the 10 trading days ending on August 16, 2011. Based on the closing price of the Mosaid Shares on the TSX on August 16, 2011, the implied premiums are 21.0% and 25.3%, respectively. WiLAN has attempted to pursue a supported transaction with Mosaid on several occasions over the last several years and would welcome a Mosaid Board-supported transaction. “We will be presenting this offer directly to Mosaid shareholders for their consideration as we strongly believe that the complementary patent portfolios, diverse licensing programs, experienced teams and innovative research and development of WiLAN and Mosaid make this a compelling combination. I look forward to working again with Mosaid management and employees, many of whom I know well and hold in high regard from the approximately 10 years that I worked as a senior executive at Mosaid. Given our familiarity with Mosaid’s business, its employees and our close proximity in the same city, this is a natural strategic fit,” said Jim Skippen, Chairman & CEO. “It is my belief that to succeed in today’s market, bigger is better,” added Skippen. “Since joining WiLAN my vision has been to increase the company’s scale with a deeper, larger patent portfolio to make it more compelling for potential licensees to choose a license over litigation. While an ambitious goal, we have been very successful. Combining WiLAN and Mosaid is the next logical step.”
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