Bravura Solutions may soon be under new ownership following a takeover offer from Ironbridge Capital.
Ironbridge, on behalf of funds it advises, has given Bravura a non-binding and conditional proposal to acquire, via a nominee, all outstanding shares and options which are not already owned by Ironbridge.
The Scheme Proposal includes an offer of $0.28 cash per Bravura share minus the amount of any dividend collected by Bravura prior to the scheme's initiation.
Ironbridge indicated that despite a number of conditions including approval from debt financiers, a mutually satisfying implementation agreement and unanimous recommendation for the scheme by independent directors, it would successfully broker a binding agreement with Bravura by 17 July.
The offer price of $0.28 represents a premium of 65 per cent to the closing price on 27 June of $0.17, a premium of 51 per cent to the one month volume-weighted average price at the same time, as well as a premium of 48 per cent to the three month volume-weighted average price.
Following the initial proposal on 6 May 2013, Bravura formed a committee of independent directors.
They intend to recommend the proposal, in the absence of a superior proposal, given that a mutually satisfactory scheme implementation agreement can be worked out.
According to the director committee, Fisher Funds has confirmed it will support the motion in the absence of a superior offer, and will not sell off its shares other than into the scheme proposal offering 28 cents or more — which is a condition of the proposal.
Fisher Funds said it required a binding agreement by 31 July.
Bravura has given Ironbridge a period of exclusivity until 17 July.