LEXINGTON, Ky. (June 18, 2014) — Lexmark International Inc. is increasing the price on its cash tender offer price for all outstanding shares of Sweden-based ReadSoft.
The revised cash offer by Lexmark (NYSE: LXK) is SEK 43.00, a 7.4 percent increase from its original offer of SEK 40.05, for each Class A and Class B share of ReadSoft (NASDAQ OMX: RSOF-B) for a total price of approximately $194 million, net of cash acquired.
“The increase in our tender offer price reflects Lexmark’s confidence in the combination of ReadSoft and Perceptive Software to support our strategy of building our high value solutions that help our customers manage their unstructured information challenges,” said Paul Rooke, Lexmark chairman and chief executive officer. “We believe that Lexmark is a perfect strategic fit for ReadSoft with the financial resources and global reach to enable ReadSoft to reach its full potential.
Lexington-based Lexmark announced in early May that it expected to acquire ReadSoft, a provider of business data and information management products that would be combined with Lexmark’s Perceptive Software operation. It made a cash tender offer for all outstanding shares at $6.11 in cash each, which meant a total price of approximately $182 million. ReadSoft’s Board of Directors unanimously recommended in favor of Lexmark’s offer, which was supported by its two largest shareholders.
Lexmark made the decision to increase its tender offer price in response to a competitive offer for ReadSoft shares announced earlier today. Pursuant to the transaction agreement, ReadSoft’s Board of Directors has agreed to continue to recommend in favor of Lexmark’s revised tender offer, and ReadSoft’s two largest shareholders continue to support Lexmark’s bid.
ReadSoft was founded in 1991 and has approximately 625 employees. The company is headquartered in Helsingborg, Sweden. Its full-year 2013 revenue was approximately $117 million.
In connection with the increased tender offer price, Lexmark will extend the offer period for ReadSoft shareholders to tender their shares to on or about July 14, 2014. Settlement of the tender offer is expected to occur shortly after the end of the offer period.
“We firmly believe that Lexmark’s revised cash tender offer price is the superior offer and represents the best value to ReadSoft shareholders,” Rooke said. “Further, we have completed our due diligence, which has confirmed ReadSoft’s strategic fit within Lexmark; we have received necessary regulatory approvals and we are prepared to deliver cash for all of the tendered shares as early as mid-July, two months earlier than the competitive offer.”