SES Platform Services GmbH completed the acquisition of RR Media Ltd. from Viola A.V. RRsat, Limited Partnership , Rapac Communication & Infrastructure Ltd., Del-Ta Engineering Equipment, Ltd., Viola Credit, VPartners and others.
July 05, 2016
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SES Platform Services GmbH entered into an agreement and plan of merger to acquire RR Media Ltd. (NasdaqGS:RRM) from Viola A.V. RRsat, Limited Partnership , Rapac Communication & Infrastructure Ltd. (TASE:RPAC), Del-Ta Engineering Equipment, Ltd., Viola Credit, VPartners and others for approximately $240 million in cash on February 25, 2016. Under the terms of the transaction, SES will acquire a 100% ownership of RR Media, paying $13.291 per share. The consideration corresponds to an enterprise value of $242 million. Rapac Communication & Infrastructure received approximately $78 million as proceeds from the transaction. RR Media will merge its activities with SES Platform Services. Post the acquisition, RR Media and SES PS will join forces to create a new, stand-alone world-leading media services provider. The acquisition will be funded from SES group's existing financial resources. In case of termination of the agreement, RR Media will pay a termination fee of $9 million to SES.
The transaction is subject to regulatory approvals and the approval by the general meeting of shareholders of RR Media that is expected to be held in April 12, 2016 and third part approvals. The transaction has been approved by the Board of Directors of both RR Media and SES. The transaction is expected to be completed in mid 2016. As of April 13, 2016, RR Media received approval from the Shareholders General Meeting. The Benchmark Company, LLC acted as the financial advisor and Dan Shamgar and Talya Gerstler of Meitar Liquornik Geva Leshem Tal & Co acted as the legal advisors for RR Media Ltd. David Wilf of Gibson, Dunn & Crutcher LLP and Hanan Haviv and Aviram Hazak of Herzog Fox Neeman acted as the legal advisors for SES. Marilyn Gerber of Cutler PR acted as the public relations advisor on the deal. Jeffrey L. Rothschild of McGuireWoods LLP acted as legal advisor to The Benchmark Company, LLC.
SES Platform Services GmbH completed the acquisition of RR Media Ltd. (NasdaqGS:RRM) from Viola A.V. RRsat, Limited Partnership , Rapac Communication & Infrastructure Ltd. (TASE:RPAC), Del-Ta Engineering Equipment, Ltd., Viola Credit, VPartners and others on July 6, 2016. The transaction completed following the receipt of regulatory approvals and satisfaction of closing conditions. RR Media shares will be delisted from the exchange from July 6, 2016 and the new merged company will operate under the name 'MX1', part of SES Media Solutions led by Wilfried Urner. Avi Cohen, Chief Executive Officer of RR Media is appointed as the new Chief Executive Officer of MX1.
Rapac Communication & Infrastructure Ltd. (Rapac) is active in the infrastructure, communication and defense fields. Rapac supplies equipment for power generation, automation and lightning. Its subsidiary, Delta Elkon, is an importer of bearings for the local car, agriculture, high-technology, aviation and military industries. In the communication field, Rapac engages, through its systems division, in the marketing of communication systems. It also provides equipment for broadcast applications. Rapac's subsidiary, TBC, is a value added reseller for Alcatel Lucent. Through Rapac's subsidiary, RRSAT, it offers full teleport services including uplink and downlink communication services via satellites, as well as full play out services and mobile television services. In the defense field, through its systems division and through its subsidiary Del-Ta Systems, the Company acts as consultant in the fields of aircraft and missiles.
SES Platform Services GmbH completed the acquisition of RR Media Ltd. from Viola A.V. RRsat, Limited Partnership , Rapac Communication & Infrastructure Ltd., Del-Ta Engineering Equipment, Ltd., Viola Credit, VPartners and others.