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Nitro mulls twin takeover bids, promotes Alludo vote to shareholders

PDF and productivity software company Nitro is the subject of two competing takeover bids, and has advised its shareholders officially to vote for a proposal from US technology group Alludo.

The Melbourne, Australia headquartered company, a rival to market leader Adobe Acrobat focused on enterprise and corporate customers, was considering a takeover offer from Potentia, as well as Alludo.

“The Nitro board has considered the Potentia takeover offer and determined that the Alludo transaction is superior and, therefore, unanimously recommends that you reject the Potentia takeover offer,” according to details posted on its investor web page.

The binding proposal from Alludo, via Cascade Parent Limited, is to acquire up to 100% of Nitro at A$2.15 cash per Nitro share by way of a scheme of arrangement and a simultaneous off-market takeover offer.

The offer from Australia-based private equity firm Potentia Capital was forA$2.00 per share with a scrip alternative.

Nitro offers PDF editing and toolsets, e-signature software and a document workflow platform. The company was founded in 2005. Large customers include T-Mobile, Continental, and Swiss Re.

Nitro’s board said that, “in the absence of a superior proposal” in the eyes of their independent expert, they believed the Alludo scheme would be in the best interests of Nitro shareholders, as well as being “fair and reasonable”.

If approved and all terms and conditions are met, the Alludo offer could be implemented from 22 February 2023, they added, with the takeover period set to close in early March.

Potentia’s bid was first received on 30 August 2022, according to Nitro, and was later increased when the board concluded that it undervalued Nitro. But Alludo later increased its offer too.

Alludo is a US-based technology company backed by private equity from Kohlberg Kravis Roberts & Co. Alludo provides virtualisation, productivity, and professional-calibre graphic solutions for digital remote workforces.

( Image by aymane jdidi from Pixabay )

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