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DoubleU Games Commences All-Cash Tender Offer for All ADSs of DoubleDown Interactive at US$16.25 Per ADS

DDI
  • DoubleU Games (KRX: 192080) initiated an all-cash tender offer to acquire all outstanding ADSs of DoubleDown Interactive (Nasdaq: DDI) not already held by DoubleU Games or affiliates.
  • The offer price is set at US$16.25 per ADS, payable net to the seller in cash without interest & less applicable withholding taxes.
  • The Special Committee of the DoubleDown board, composed of independent directors, unanimously determined the transaction is advisable, fair, & in the best interests of shareholders & recommended approval.
  • The DoubleDown board of directors unanimously approved the Agreement & recommended that unaffiliated holders accept the offer & tender their ADSs.
  • The tender offer is subject to a minimum tender condition requiring DoubleU Games to own at least 95% of outstanding shares post-completion, though this may be reduced to no less than 90% with DoubleDown consent.
  • A non-waivable "majority-of-the-minority" condition requires more than 50% of ADSs held by unaffiliated holders to be validly tendered.
  • If the offer completes, DoubleU Games agreed to acquire remaining shares via a second-step transaction under the Korean Commercial Act for the same price per ADS.
  • The transaction is not subject to financing conditions, with DoubleU Games obligated to pay cash if all conditions are satisfied.
  • Funding will be provided by cash on hand & a bridge loan facility of up to KRW300 billion arranged by Korea Investment & Securities Co., Ltd.
  • DoubleU Games currently holds approximately 67.05% of DoubleDown's outstanding common shares.
  • Forward-looking statements include potential risks regarding the timing of the offer, satisfaction of tender conditions, shareholder approval, & exchange rate fluctuations.
  • Relevant offer documents, including Schedule TO, Schedule 13E-3, & Schedule 14D-9, have been filed with the SEC & are available free of charge.
Company
DoubleDown Interactive Co., Ltd.
Keywords
Nasdaq:DDI, DoubleDown Interactive Co., Ltd.