Further to its announcement on November 13, 2013, Vizrt Ltd. has completed its financial and legal due diligence and has reached a definitive share purchase agreement with the shareholders of Mosart Medialab AS (Mosart). The agreement with shareholders – TV2 Gruppen AS, Mads Grønbæk John Kjellevold and Morten Larsen (holding 77.2%, 17.0%, 5.5% and 0.3% […]
Further to its announcement on November 13, 2013, Vizrt Ltd. has completed its financial and legal due diligence and has reached a definitive share purchase agreement with the shareholders of Mosart Medialab AS (Mosart). The agreement with shareholders – TV2 Gruppen AS, Mads Grønbæk John Kjellevold and Morten Larsen (holding 77.2%, 17.0%, 5.5% and 0.3% of the shares in Mosart, respectively) is for the acquisition of all the issued and outstanding share capital of Mosart, the leading provider of newscast automation solutions.
As a result of the agreement, Vizrt shall purchase all of the issued and outstanding share capital of Mosart, on a fully diluted basis, for a cash consideration of NOK 106.2 million (approximately USD 17.7 million) – on a cash and interest bearing debt free basis. Such consideration includes an additional NOK 1.2 million (USD 0.2 million) for the 2013 earn-out.
In addition, an earn-out clause has been included, the terms of which are as follows:
- Vizrt shall pay 50% of the revenues achieved by Mosart for financial year 2014 in excess of NOK 55.3 million (approximately USD 9.2 million)
- Vizrt shall pay 50% of the revenues achieved by Mosart for financial year 2015 in excess of NOK 63.6 million (approximately USD 10.6 million)
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As part of the transaction, TV2 Gruppen AS, which holds 77.2% of Mosarts issued and outstanding share capital prior to the acquisition, shall continue to be granted a license for Mosart’s software, free of charge, in accordance with the current annual license fee charged by Mosart, of NOK 2.6 million per year for 7 years.
Vizrt anticipates the acquisition of Mosart to close by March 11, 2014.
This acquisition is an important step in our strategy to continuously strengthen Vizrts leadership position in the broadcast technology industry, stated Martin Burkhalter, CEO of Vizrt. With the addition of Mosarts competence in studio production automation, we expand our already comprehensive workflow offering into an important and growing segment of the broadcast industry. We expect to realize important synergies from this acquisition, both in terms of innovation and in terms of our ability to grow our business. The combination will allow for important and disruptive innovation, and allow Vizrt to address new markets, generate future growth and create value.
Kjetil Nilsen, Chief Strategy Officer of TV2 commented: We are very pleased to have reached an agreement with Vizrt. We feel confident that Vizrt will provide a strong and competent ownership for the further development of Mosart. Vizrts global presence and highly skilled organization will generate new market opportunities for Mosart and at the same time strengthen a world class IT and media cluster in Bergen. TV 2 will continue to work closely with Vizrt and Mosart to utilize the benefits of their unique technology and competence.
