Tillkännagivande • Feb 27
Thomson Reuters Corporation (TSX:TRI) completed the acquisition of Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab, Bengt Nilsson, Summa Equity Fund I, a fund managed by Summa Equity AB and others. Thomson Reuters Corporation (TSX:TRI) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab, Bengt Nilsson, Summa Equity Fund I, a fund managed by Summa Equity AB and others for SEK 6.4 billion on January 11, 2024. As on January 15, 2024, Thomson Reuters Corporation (TSX:TRI) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab, Bengt Nilsson and others for SEK 8.1 billion. The offer price per share is SEK 40. The Offer is not subject to any financing contingency. The consideration payable in respect of the Offer is fully financed through funds currently available to Thomson Reuters. The Offer is conditioned by acceptance by over 90 per cent of the Company's shareholders. As on January 15, 2024, since the announcement of the Offer, Thomson Reuters acquired 86,720,670 shares in Pagero from inter alia Summa Equity and Pagero’s CEO Bengt Nilsson, equal to 53.81% of all shares and all votes in Pagero. Thomson Reuters increases the price of its Offer from SEK 40 to SEK 50 in cash per share. The independent bid committee of Pagero's board today unanimously recommends all shareholders in Pagero to accept the Revised Offer and declares the Offer unconditional. On January 16, 2024, Thomson Reuters acquired additional shares and became the owner of approximately 59.3% of the shares in Pagero. As of January 18, 2024, Avalara, Inc. has decided to withdraw the Offer. As of February 2, 2024, Thomson Reuters now controls approximately 84.53% stake in Pagero Group.Morgan Stanley & Co. LLC acted as a financial advisor, and Linklaters LLP acted as a legal advisor to Thomson Reuters Corporation. Lazard Canada Inc & Lazard AB acted as financial advisor and Advokatfirman Cederquist KB acted as legal advisor to Pagero Group AB (publ).Thomson Reuters Corporation (TSX:TRI) completed the acquisition of Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab, Bengt Nilsson, Summa Equity Fund I, a fund managed by Summa Equity AB and others on February 26, 2024. Tillkännagivande • Jan 16
Vertex, Inc. (NasdaqGM:VERX) cancelled the acquisition of Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab and others. Vertex, Inc. (NasdaqGM:VERX) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab and others for SEK 5.8 billion on December 13, 2023. Vertex intends to fund the transaction with proceeds from its existing undrawn revolving credit facility and from issuance of a new series of Convertible Preferred Stock in the amount of SEK 5.2 billion to Silver Lake. As of January 11, 2024, Thomson Reuters Corporation (TSX:TRI) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) for offer price per share of SEK 40. As of January 12, 2024, Avalara, Inc. made a public tender offer to acquire remaining 86.3% stake in Pagero Group AB (publ) (OM:PAGERO) for offer price per share of SEK 45.
Vertex has also received irrevocable undertakings to accept the offer from Pagero's two largest shareholders Vålåuggen Invest AB and Norelia AB in total representing approximately 40.4%. Vertex has been informed by the independent bid committee of the Board of Directors of Pagero of its resolution to unanimously recommend the shareholders of Pagero to accept the public offer made by Vertex. The offer is subject to certain regulatory approvals, the receipt of valid tenders of more than 90% of Pagero's shares and customary closing conditions. The acceptance period of the offer is expected to commence on or around December 15, 2023 and expire on or around January 23, 2024. The transaction is expected to be accretive to Vertex's margins in the second full year after closing, with additional opportunity to increase revenue synergies and cost benefits in the medium to long term.
Greenhill acted as financial advisor and DLA Piper acted as legal advisor to Vertex. Centerview Partners acted as financial advisor to Vertex. Lazard AB acted as financial advisor to Pagero Group AB.
Vertex, Inc. (NasdaqGM:VERX) cancelled the acquisition of Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab and others on January 14, 2024. Tillkännagivande • Jan 12
Avalara, Inc. made a public tender offer to acquire remaining 86.3% stake in Pagero Group AB (publ) (OM:PAGERO) from Investering & Tryghed A/S and others for SEK 6.25 billion. Avalara, Inc. made a public tender offer to acquire remaining 86.3% stake in Pagero Group AB (publ) (OM:PAGERO) from Investering & Tryghed A/S and others for SEK 6.25 billion on January 12, 2023. The offer price per share is SEK 45. As of the date of this announcement, BidCo holds and controls 22,072,735 shares and votes in Pagero, corresponding to approximately 13.70% of all shares and votes in Pagero. The consideration payable in respect of the Offer is fully secured by a combination of funds available to BidCo by way of an equity commitment letter issued by Vista Equity Partners funds and cash on hand. If BidCo acquires more than 90% of the total number of shares in Pagero, BidCo intends to commence compulsory redemption to acquire all remaining shares in Pagero and to promote delisting of Pagero's shares from Nasdaq First North Growth Market. The independent bid committee of the board of directors of Pagero is expected to announce its opinion regarding the Offer no later than two weeks prior to the expiry of the acceptance period in the Offer. Completion of the Offer is conditional upon the Offer being accepted to such extent that BidCo becomes the owner of shares representing more than 90% of the total number of outstanding shares in Pagero, no other party announcing an offer to acquire shares in Pagero on terms that are more favorable to the shareholders of Pagero than the Offer; with respect to the Offer and completion of the acquisition of Pagero, receipt of all necessary regulatory, governmental or similar clearances, approvals, decisions and other actions from authorities or similar, including from competition authorities, in each case on terms which, in BidCo's opinion, are acceptable and Pagero not taking any action that is likely to impair the prerequisites for making or completing the Offer. The acceptance period in the Offer is expected to commence on or around January 16, 2024, and end on or around February 6, 2024.
The independent bid committee has retained Lazard as financial adviser and Cederquist as legal adviser. Goldman Sachs & Co. LLC is acting as sole financial advisor to Avalara, and Roschier Advokatbyrå AB and Kirkland & Ellis LLP are acting as legal advisors to BidCo, Avalara and Vista Equity Partners in connection with the Offer. Price Target Changed • Dec 22
Price target increased by 16% to kr25.00 Up from kr21.50, the current price target is provided by 1 analyst. New target price is 30% below last closing price of kr35.80. The company posted a net loss per share of kr1.79 last year. Tillkännagivande • Dec 14
Vertex, Inc. (NasdaqGM:VERX) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab and Norelia AB for SEK 5.8 billion. Vertex, Inc. (NasdaqGM:VERX) made a public tender offer to acquire Pagero Group AB (publ) (OM:PAGERO) from VÅLÅUggen Invest Ab and Norelia AB for SEK 5.8 billion on December 13, 2023. Vertex intends to fund the transaction with proceeds from its existing undrawn revolving credit facility and from issuance of a new series of Convertible Preferred Stock in the amount of SEK 5.2 billion to Silver Lake. Vertex has also received irrevocable undertakings to accept the offer from Pagero's two largest shareholders Vålåuggen Invest AB and Norelia AB in total representing approximately 40.4%. Vertex has been informed by the independent bid committee of the Board of Directors of Pagero of its resolution to unanimously recommend the shareholders of Pagero to accept the public offer made by Vertex. The offer is subject to certain regulatory approvals, the receipt of valid tenders of more than 90% of Pagero's shares and customary closing conditions. The acceptance period of the offer is expected to commence on or around December 15, 2023 and expire on or around January 23, 2024. The transaction is expected to be accretive to Vertex's margins in the second full year after closing, with additional opportunity to increase revenue synergies and cost benefits in the medium to long term.Greenhill acted as financial advisor and DLA Piper acted as legal advisor to Vertex.