BUSINESS WIRE: The Consortium Welcomes Playtech’s Postponement of General Meeting Enabling Shareholders to Scrutinise Validity of Gopher’s Interest in Finalto
MITTEILUNG UEBERMITTELT VON BUSINESS WIRE. FUER DEN INHALT IST ALLEIN DAS BERICHTENDE UNTERNEHMEN VERANTWORTLICH.
TEL AVIV, Israel --(BUSINESS WIRE)-- 09.07.2021 --
Finalto S.P.V. Ltd, the consortium led by Barinboim Group and backed by Leumi Partners Limited and Menora Mivtachim Group, together with key members of the Finalto Business' management team (together the 'Consortium'), welcomes the announcement issued today by Playtech plc (“Playtech”) confirming that the General Meeting due to be held on 15th July 2021 will be subject to a two-week adjournment. Playtech will hold an adjourned general meeting to vote on the binding agreement (the 'SPA') between Playtech and the Consortium regarding the disposal of Finalto Group (“Finalto”) on 29 July 2021.
The Consortium recognises Playtech’s fiduciary duty to its shareholders and is pleased that Playtech and its shareholders will now have the opportunity to scrutinise the recent indicative non-binding interest for Finalto from Gopher Investments (“Gopher”).
Since Gopher announced its indicative non-binding interest on 2nd July 2021, it has revealed very little information on itself, the source of its funds and its ultimate controlling parties, all of which will be heavily scrutinised by regulators. To the best of the Consortium’s knowledge, Gopher has failed to properly answer even basic questions on these matters, which should be of great concern.
As announced previously, both Playtech and the Consortium are bound by the restrictions agreed as part of the SPA, which includes not engaging in negotiations with any third party regarding a potential transaction involving the sale of Finalto, as is customary for transactions of this nature. For the avoidance of doubt, the adjournment of the General Meeting does not change these restrictions, but the Consortium confirms that it has given Playtech a limited release to ascertain the crucial KYC and related information it requires.
The Consortium hopes that Gopher will use the extension period to now be more forthcoming and provide sufficient information so Playtech and its shareholders can properly assess the ability of Gopher to pass the intense regulatory scrutiny it will be subject to, removing considerable uncertainty for shareholders. Since Gopher's announcement from 2nd July 2021, Playtech’s share price has underperformed.
Should it be revealed by Gopher that any of its ultimate controlling parties are indeed linked to China, any acquisition is likely to raise material regulatory concerns and will be subject to even closer scrutiny.
The sale process of Finalto was initiated in 2019 and, in Playtech’s words, it has been an “elongated and thorough process”, and the Consortium was selected taking into account not just the price, but also its “ability to complete the transaction (particularly in light of the Finalto Business’ regulated status in multiple global jurisdictions).”
The Consortium’s previous announcement dated 7th July 2021 is available here.
About the Consortium
The Consortium is a company incorporated in Israel, established for the purpose of acquiring the Finalto Business. The Consortium is being funded by a group consisting of Barinboim Group, Leumi Partners Limited and Menora Mivtachim Group and by senior secured debt financing from The Phoenix Insurance Company Limited and certain of its affiliates. The Consortium will be supported by key members of the Finalto Business' management team that will transfer with the Finalto Business, including Ron Hoffman (Chief Executive Officer of the Finalto Business) and Liron Greenbaum (Chief Operations Officer of the Finalto Business).
Barinboim Group is a private equity and venture capital firm based in Tel Aviv. Barinboim Group invests in companies operating in the media sectors.
Leumi Partners Limited is the merchant and investment banking arm of Bank Leumi (TASE: LUMI), one of the two largest banking groups in Israel. Leumi Partners Limited is based in Tel Aviv and offers direct equity investment in sectors such as technology media and telecom, consumer & retail, and healthcare. Leumi Partners Limited's line of business includes conducting investments and providing services such as underwriting, financial analysis and research, strategic advice, mergers & acquisitions, and raising equity and debt.
Menora Mivtachim Group is one of Israel's five largest insurance & finance groups. The group specializes in asset management, manages the largest pension fund in Israel - and is the largest General Insurer in Israel and the market leader in Motor Insurance sector. The group operates through its subsidiaries, in all sectors of Life Insurance, Long/Mid/Short -Term Savings, General Insurance and Health Insurance. In addition, the group is active in the capital markets and finance sectors, including, Financial Portfolio Management, Underwriting and worldwide real estate investments.
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