Pollard Banknote Limited of Winnipeg, Manitoba, entered into a definitive agreement to purchase all of the issued and outstanding common shares of INNOVA Gaming Group Inc. based in Los Angeles, California. The purchase agreement, which is not subject to due diligence or financing conditions, is unanimously supported by INNOVA board and its largest shareholder holding approximately 41 percent of outstanding shares.
After initially expressing interest in acquiring INNOVA’ shares in March, Pollard Banknote increased its offer to $2.50 per share for a total equity value of approximately $51 million. This represents a 19 percent premium to Pollard Banknote’s original offer of $2.10 per Common Share and a 66 percent premium to INNOVA's closing share price of $1.51 on the TSX on March 9, 2017, the last trading day prior to the public announcement of Pollard Banknote's initial proposal to acquire INNOVA.
“This transaction delivers significant value to INNOVA's shareholders and is the result of an extensive and rigorous process conducted by the special committee of the INNOVA Board to identify value maximizing alternatives for INNOVA's shareholders,” said Richard Weil, Chairman and Chief Executive Officer of INNOVA. “The INNOVA Board is unanimous in its recommendation that INNOVA's shareholders tender their Common Shares to the revised offer."
Under the terms of the new agreement reached on August 1, 2017, INNOVA has agreed, among other things to grant Pollard Banknote a right to match any alternative transaction proposal made by another party, and to pay a fee of approximately $1.5 million to Pollard under certain circumstances if the transaction is not completed.
“We are very pleased to have the support of the INNOVA board and look forward to combining the strengths of our two companies,” said John Pollard, Co-Chief Executive Officer of Pollard Banknote. "INNOVA and its Diamond Game operating business represent unique assets that fit well within Pollard Banknote's expanding product portfolio.
“Pollard Banknote and INNOVA share many of the same customers,” continued Pollard, “and we believe that the combination of our two firms will allow Pollard Banknote to further grow its partnership with lotteries and charitable organizations seeking to expand the funds they generate for good causes and to grow the combined revenue base of Pollard Banknote and INNOVA."
INNOVA develops unique games and products for the global gaming industry, with particular focus on state and provincial lotteries. Through INNOVA's wholly-owned subsidiary, Diamond Game Enterprises, INNOVA focuses on enhancing the revenues of government-sponsored lotteries and other regulated operators by offering its unique "extended play" products in traditional and non-traditional gaming venues.
INNOVA's primary product is its third generation Lucky Tab machine, an instant ticket vending machine that dispenses tickets while simultaneously displaying the results of each ticket on a video monitor.
Pollard Banknote Moves to Acquire INNOVA
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