お知らせ • Apr 23
Vector Capital Management, L.P. (Vector) acquired Bigtincan Holdings Limited (ASX:BTH) from SQN Investors LP, Regal Partners Limited (ASX:RPL) and others.
Vector Capital Management, L.P. (Vector) made an offer to acquire Bigtincan Holdings Limited (ASX:BTH) from SQN Investors LP, Regal Partners Limited (ASX:RPL) and others for AUD 150 million on June 11, 2024. Vector Capital has made the offer at an indicative offer price of AUD 0.25 per share. Bigtincan has appointed an Independent Board Committee for carefully considering any proposals that maximize shareholder value and continue to ensure it remains in compliance with its confidentiality and continuous disclosure obligations. As of June 12, 2024, Bigtincan received a letter from Vector formally withdrawing its previous non-binding indicative proposal and has requested ongoing engagement with the Company with a view to a new offer that could be submitted based on those engagements. As of June 20, 2024, Bigtincan Holdings Limited (Bigtincan) has received a revised confidential, non-binding, incomplete and indicative offer from Vector Capital Management, L.P. at an indicative offer price of AUD 0.19 per share. The Board of Bigtincan has evaluated the revised proposal and, after consultation, views the indicative offer price as insufficient to engage with Vector any further and has formally rejected the revised offer NBIO. As of September 17, 2024, Bigtincan Holdings Limited (Bigtincan) has received a revised non-binding proposal from Vector Capital Management, L.P. at an offer price of AUD 0.20 per share. Earlier this month Vector engaged with a number of shareholders and the company. As of October 30, 2024, Bigtincan Holdings Limited (Bigtincan) has received a revised non-binding proposal from Vector Capital Management, L.P. at an offer price of AUD 0.22 per share.
The Board of Bigtincan will evaluate the revised proposal with input from external advisors, including as to value and sources of funding prior to engaging with Vector. Bigtincan shareholders do not need to take any action in relation to the Non-binding Proposal. There is no certainty any transaction will eventuate. Bigtincan remains committed to executing its strategic plan and maximizing shareholder value.
As of December 5, 2024, the Board of Directors of Bigtincan Holdings Limited has recommended Vector Capital Management, L.P. proposal. As per the announcement dated April 3, 2025 the transaction has been approved by the shareholders of Bigtincan Holdings Limited. The deal is subject to court approval. As of April 8, 2025, the transaction has been approved by the Supreme Court of New South Wales. As of April 9, 2025 The Share Scheme and Option Scheme are now legally effective, and it is expected that quotation of BTH shares on the ASX will be suspended from the close of trading today. The deal is expected to be completed by early to mid-March 2025. The transaction is expected to close in the first quarter of 2025. The transaction is expected to close on April 23, 2025. Vector Capital has engaged James Rozsa, Byron Koster of Johnson Winter Slattery and Sidley Austin LLP as legal counsel, Deloitte LLP as tax advisors, and Alvarez & Marsal as financial advisors in connection with the transaction. Martin Wellington, Feifei Bian, Sara M. Carian, Genevieve C. Edye, Eric Zhao, Nicholas Carballo, Teresa A. Napoli, Anna Remis, Dusan Clark, Garrett Sciortino, Rochelle C. Mulondo, Angela Fontana, Sean Damm, Kyle Gromann, Caroline Roberts, Ken Daly, Vadim Brusser, Rebecca Stuart, Alex Down, Allison C. Ivey Toth and Stephen W. McInerney of Gilbert and Tobin acted as a legal advisor to Bigtincan Holdings Limited.
Vector Capital Management, L.P. (Vector) completed the acquisition of Bigtincan Holdings Limited (ASX:BTH) from SQN Investors LP, Regal Partners Limited (ASX:RPL) and others on April 23, 2025. BTH has applied for its removal from the official list of the ASX with effect from close of trading tomorrow (being April 24, 2025).