NetBooster is a voluntary takeover offer for the outstanding shares in guava Frankfurt, NETBOOSTER – (NBANBPM07122010) – (FR0000079683 ALNBT), a leading European Agency for interactive communications, is December 7, 2010 a voluntary takeover offer with regard to the outstanding shares of guava a/s (DK0060074144 Guava.co), that are not already in the possession of NETBOOSTER, known. Guava is a Danish subsidiary of NETBOOSTER and 70 percent to the NETBOOSTER group. Guava is located in Copenhagen, and its shares are listed in Copenhagen on the NASDAQ first North stock market. The public offering was officially opened on December 1. The offer, which should be financed completely from cash, assessed the GUAVA share DKK 0.12 (approximately 0.02).
The Supervisory Board of guava recommends that its shareholders accept the proposal and to bring its shares in the takeover. It will be valid until December 29, 2010, 16: 00 (Danish time), the offer period should not be extended. The offer is subject to a number of unconditional prerequisites that are closer in the documentation for the public takeover offer. In particular, this is the condition that NETBOOSTER must keep at least 90 percent of the share capital and voting rights of guava at the end of the transaction. In the event of a successful bid NETBOOSTER could initiate, if it considers it useful, a mandatory delisting proceedings with regard to the remaining share capital of guava. The maximum purchase price of guava shares not already owned NETBOOSTER, will amount to two million euros excluding the subscription certificate and the shares are held by employees and executives of guava and which are the subject of separate agreements. Financial implications for them are subject to the company’s performance in the coming years.
The acquisition is financed from parts of NETBOOSTERS and bar products. The strategic acquisition goes hand in hand with the ambitions of NETBOOSTER group, located within Europe to extend, and will allow the group to strengthen its pristine position as independent, leading group of companies in Europe, to provide their customers and potential customers with common access to a pool of more than 300 online specialists, and extend tools by complementing their technical and technological offer. Pascal Chevalier, Chairman and CEO of NETBOOSTER, commented: NetBoosters and guavas geographic supplement and shared expertise in all areas of digital communication media, initiated in early 2009 as part of a strategic alliance, enhance our ability to attract large international customers. In financial terms the benefits we gain restructuring of guavas and already in the year 2011 bring the savings resulting from the delisting guava back to profitable and sustainable growth will the implementation of synergies.” NETBOOSTER: NetBooster was founded in 1998 and is an interactive agency specialising in online marketing. NetBooster Agency provides its comprehensive and specialized expertise to its customers in the field of Internet marketing available: marketing consulting, online recruitment and confidence-building, search engine optimization, search engine marketing, affiliate, media sales, data marketing and electronic CRM, Trafficerzeugung, online-media creation and strategic consulting. 2009 consolidated sales amounted to EUR 55 million (31 million for NetBooster, 24 million for guava AS). NetBooster has offices in France, UK, Germany, Spain, Finland, Italy, Denmark, Sweden, Brazil, China and the Philippines. The listed group is headed by Pascal Chevalier and employs 440 people. NetBooster shares are traded on the Alternext market of Euronext Paris.