Lexmark purchases more shares of ReadSoft; now owns 57.7 percent of votes

Lexmark ups offer in bidding war with Ohio company

LEXINGTON, Ky. (Aug. 20, 2014) — In a bid to be in better position to purchase Sweden’s ReadSoft, Lexmark has acquired a further 2,284,239 class B shares in ReadSoft AB and now holds 1,193,580 class A shares and 11,970,363 class B shares in the Company, representing approximately 42.9 percent of the shares and 57.7 percent of the votes in aggregate.

That comes two days after Lexmark acquired 1,193,580 class A shares, and a further 5,822,390 class B shares at a cash price of SEK 57.00 per share.

That gave Lexmark 1,193,580 class A shares and 9,686,124 class B shares in the company, representing approximately 35.4 percent of the shares and 52.2 percent of the votes in aggregate.

Lexmark also increased its offer price for the company to SEK 57.00 per share as well as an extension of the acceptance period for the offer (as defined below) up to and including Sept. 4. As required under the Swedish Takeover Act and the NASDAQ OMX Stockholm’s Rules concerning takeover bids in the Earlier this month Lexmark increased its cash offer for ReadSoft in what has become a bidding war with Hyland Software of Ohio. Hyland, which already owns 10.9 percent of ReadSoft, upped its latest offer to Swedish Krona (SEK) 55.00, prompting Lexmark to raise its offer to SEK 55.50, which is approximately $8.

Lexmark’s Aug. 19 offer was an 11 percent increase from its July 14 offer of SEK 50.00 for each Class A and Class B share of ReadSoft, for a price of approximately $248 million, net of cash acquired. Lexmark began its acquisition effort in May with an offer equivalent to $6.11 per share.

Any compensation will correspond to the difference between the consideration paid to the sellers and the price at which the shares are sold, or the price in the public takeover offer, or the price for which Lexmark International Technology has acquired further shares (as the case may be). Due to the principle of equal treatment of shareholders in public takeover offers, such compensation will also be payable to shareholders who accept the Offer.