Cxense : Offer to acquire Cxense ASA - new extension of acceptance period, update on acceptances and financing

Offer to acquire Cxense ASA - new extension of acceptance period, update on acceptances and financing

24.09.2019 16:13

https://newsweb.oslobors.no/message/485894

We refer to the offer document dated 12 August 2019 (the 'Offer Document') for the voluntary offer (the 'Offer') presented by Piano Software B.V. ('Piano' or the 'Offeror') for all the outstanding shares in Cxense ASA ('Cxense') and the announcements made by Piano on 10 and 17 September 2019, respectively, regarding extensions of the acceptance period for the Offer by a total of two weeks. Piano hereby announces that the acceptance period for the Offer, cf. the Offer Document section 4.2 Acceptance Period, is extended for one more week, and that the new time of expiration of the Offer is Tuesday 1 October 16:30 CEST. Provided that the acceptance period is not further extended, (i) the Offeror must at the latest on 8 October 2019 publicly announce fulfillment or waiver of the completion conditions in the Offer Document section 4.3 Completion Conditions (if not, the Offer shall lapse and any tendered shares shall be released by the Offeror), and (ii) settlement of the Offer will be made at the latest on Tuesday 15 October 2019. The acceptance period, may, however, be further extended ; the last possible expiry of the acceptance period being 22 October 2019. Piano has, shortly before the time of release of this announcement, received acceptances of the Offer for a total of 20,340,716 of the 21,946,519 shares in Cxense, equal to 92.68 percent of the outstanding shares. With respect to the financing condition as included in the Offer Document section 4.3 (b) Binding agreements for the financing of the Offer, Piano is about to finalize both the debt and equity financing and will shortly and without delay after having obtained the financing take the necessary steps to settle the Offer. The Offeror has still not identified any necessary approvals or consents from governmental authorities, cf. the Offer Document section 4.3 (e) Approvals and consents from governmental authorities. The complete details of the Offer, including all terms and conditions, are contained in the Offer Document which has been sent to Cxense's shareholders and is also available at https://newsweb.oslobors.no/. DNB Bank ASA, Securities Services, is the receiving agent. For questions regarding acceptance of the Offer, please contact: DNB Bank ASA, Securities Services, tel. [phone], and filled-in acceptance forms for the Offer are sent to e-mail: [e-mail]. For further information, please contact: Piano Trevor Kaufman, CEO, Piano Software, Inc. Phone: [phone] Cxense Lars B. Thoresen, Chairman of the Board of Directors, Cxense ASA Phone: [phone] Christian Printzell Halvorsen, CEO, Cxense ASA Phone: [phone] About Cxense: Cxense helps publishers and marketers across the globe to transform their raw data into their most valuable resource. Cxense's leading Data Management Platform (DMP) with Intelligent Personalization, gives companies unprecedented insight into their individual customers, and enables them to action this insight real-time in all marketing and sales channels. Cxense Conversion Engine empowers publishers to monetize insight into their audience's behaviour and preferences in order to increase subscription revenues. Cxense works with brands such as The Wall Street Journal, Aeon, Grupo Clarin, NBC, The Mainichi Newspapers, Universal, Singapore Press Holdings and many more. Cxense is headquartered in Norway with offices worldwide and the company is listed on the Oslo Stock Exchange with the ticker 'CXENSE'. About Piano: Piano, a company with operations in New York, London, and Amsterdam, offers high-performance cloud-based software and strategic services that empower companies to create customized digital experiences and commercial relationships for their users. Leading businesses around the world including Hearst, NBCUniversal, Business Insider, The Economist, Harvard Business Review, Le Parisien, Ringier Axel Springer, Prometheus, Mansueto, The Associated Press, and over 150 other leading organizations use Piano to power their subscription, registration, analytics, entitlement, and personalization efforts. The company is one of Inc's 500 Fastest Growing Companies in North America, one of Red Herring's Top 100 Startups in North America, and has won Digiday, CODIE, and numerous other awards for its innovative suite of software products.