Nordic Capital buys Vizrt at a $374M valuation, delists it from Oslo Stock Exchange

Vizrt Ltd. announces that it has entered into a merger agreement with 24 October Holding AG, an entity indirectly controlled by Nordic Capital Fund VIII, and NOR Merger Sub Ltd.

Cash consideration of NOK 37 (c. USD 5.4) will be paid per Vizrt share, valuing the total share capital of Vizrt at approximately NOK 2.5 billion (c. USD 374 million)

This represents a premium of c. 32% to the latest traded share price and a premium of c. 35% to the six month volume weighted average share price of Vizrt

Completion of the transaction is subject to the approval by a Shareholders Meeting of Vizrt by simple majority which is expected to be held on or about December 18 2014

Shareholders holding shares representing 51.5% of Vizrt’s shares have undertaken, subject to certain conditions, to vote in favour of the transaction

The Board of Directors of Vizrt has unanimously decided to recommend to its shareholders to vote in favour of the transaction

Completion of the transaction is expected to take place on or around January 31 2015

Nordic Capital is a leader in Nordic private equity investments with four active funds with over EUR 11 billion in total committed capital and a long history of successful growth oriented investments, both multinational and local businesses. Nordic Capital Fund VIII has EUR 3,500 million in committed capital.

"Our Board has undertaken a careful review of the terms and conditions of the Merger and is unanimous in its recommendation. We consider the cash based offer as fair and in the best interest of our shareholders. We believe that Nordic Capital, with its breadth of expertise and proven track record of developing companies, will be a strong owner of Vizrt." stated Dag J. Opedal, Chairman of the Board of Directors of Vizrt.

“Seeing is believing and in a growing market for video graphics, Vizrt has proven that it can shape the frontiers of broadcast graphics, video asset management and automation systems – driven by an exceptional culture and a very competent and dedicated organization. Focus for Nordic Capital Fund VIII as the new owner will be continued support of Vizrt’s geographic expansion and of its constant strive to provide customers with an unparalleled offering”, says Kim Gulstad, Partner, NC Advisory AS, advisor to Nordic Capital Fund VIII.

Shareholders representing 51.5% of the total share capital of the Company, including Dorothy Holding AB and Home Capital AS, have undertaken to vote in favour of the Merger and the adoption of the Merger Agreement at the Shareholders Meeting of the Company, subject to customary conditions.

The Company and Nordic Capital shall cooperate for a delisting of the Company's shares from the Oslo Stock Exchange as soon as possible after the Merger becomes effective.

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