Vodafone Completes its Recommended Cash Offer for Wayfinder
Vodafone Europe B.V. (“Vodafone”) today announces that the recommended public cash offer to the shareholders of Wayfinder Systems AB (publ) (“Wayfinder”), to tender all shares in Wayfinder to Vodafone (the “Offer”), has been accepted by shareholders holding 16,295,612 shares in Wayfinder representing approximately 81.75 per cent of the total number of shares and votes in Wayfinder. In addition, Vodafone has acquired 3,266,420 shares in Wayfinder in the market and in private transactions representing approximately 16.39 per cent of the total number of shares and votes in Wayfinder.
Following settlement of the Offer, Vodafone will hold 19,562,032 shares in Wayfinder, representing approximately 98.13 per cent of the total number of shares and votes in Wayfinder.
All conditions to the Offer have been fulfilled and Vodafone will, therefore, complete the acquisition of the shares tendered in the Offer. Settlement in respect of the Wayfinder shares duly tendered by 26 January 2009 is expected to occur on or around 30 January 2009.
Vodafone intends to initiate compulsory acquisition proceedings under the Swedish Companies Act, in order to acquire the remaining shares in Wayfinder, following completion of the Offer. Vodafone also intends to have Wayfinder’s shares de-listed from NGM Equity.
Vodafone may acquire further shares in Wayfinder in the open market or in private transactions.
For further information, please contact:
Telephone: +44 (0) 1635 664447
Telephone: +44 (0) 1635 664444
Wayfinder is a leading provider of innovative location based services, which focuses on combining best practice of technology and ease-of-use. Wayfinder provides services to major mobile phone manufacturers and operators all over the world as well as to a growing base of unique users, now exceeding 2 million users. The head office is located in Sweden with regional offices in France, Finland and Romania.
Vodafone Europe B.V. is a wholly owned, indirect subsidiary of Vodafone Group Plc, incorporated on 28 December 1995 in the Netherlands with company number 27166573. Its registered office is at Rivium Quadrant 173, 15th Floor, 2909 LC Capelle aan den IJssel, The Netherlands.
Vodafone Group Plc is a public limited company incorporated in England and Wales. Its ordinary shares are traded on the London Stock Exchange and, in the form of American Depository Shares, on the New York Stock Exchange.
The Vodafone Group is the world's leading international mobile communications group with approximately 280 million proportionate customers as of 30 September 2008. Vodafone currently has equity interests in 27 countries across five continents and over 40 partner networks worldwide. For more information, please visit www.vodafone.com.
The Offer pursuant to the terms and conditions presented in this press release is not being made to persons whose participation in the Offer requires that an additional offer document is prepared or registration effected or that any other measures are taken in addition to those required under Swedish law.
This press release and any related offer documentation are not being distributed and must not be mailed or otherwise distributed or sent in or into any country in which the distribution or offering would require any such additional measures to be taken or would be in conflict with any law or regulation in such country – any such action will not be permitted or sanctioned by Vodafone. Any purported acceptance of the Offer resulting directly or indirectly from a violation of these restrictions may be disregarded.
The Offer is not being made, directly or indirectly, by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the internet) in or into Australia, Canada, Japan or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within Australia, Canada, Japan or South Africa. Accordingly, this press release and any related offer documentation are not being and should not be mailed or otherwise distributed, forwarded or sent in or into Australia, Canada, Japan or South Africa.
Vodafone will not deliver any consideration from the Offer into Australia, Canada, Japan or South Africa.
This press release is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Japan or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Japan or South Africa must not forward this press release or any other document received in connection with the Offer to such persons.
SEB Enskilda is acting as financial adviser to Vodafone, and no one else, in connection with the Offer. SEB Enskilda will not be responsible to anyone other than Vodafone for providing advice in relation to the Offer. The information has been provided by Vodafone and, with respect to Wayfinder, by Wayfinder. SEB Enskilda has not assumed any obligation to independently verify, and disclaims any liability with respect to, the information herein.
The figures reported in this press release have been rounded off as appropriate.