Link Mobility Group ASA signing Term Sheet regarding acquisition of PSWinCom AS

PSWinCom is one of Norway’s leading B2B suppliers of mobile solutions. PSWinCom is providing mobile services for 2.500 Norwegian and international companies. PSWinCom has 21 employees located in Oslo and Bergen. In 2013 the company reported revenue of MNOK 90,7 and EBITDA of MNOK 10. The company has experienced a solid growth during the last years, and is in 2014 expecting revenue of MNOK 98,2 and EBITDA of MNOK 13,5.

Link Mobility will through the acquisition of PSWinCom strengthen its position as the largest provider of mobile services in the Norwegian market and become a major Nordic mobile service provider. By combining the two companies technical platforms, operational resources, business models and highly skilled employees, Link Mobility will be well positioned for further expansions in the fast growing market for mobile messaging and mobile payment.

The agreed transaction value (enterprise value of PSWinCom) is MNOK85,5. The purchase price is based on an assumed EBITDA 2014 of MNOK 13,5. The purchase price will be settled as follows:
– MNOK 34,2 to be paid at closing
– MNOK 25,65 to be paid in shares in Link Mobility Group ASA based on a agreed price of NOK 27,5 per share
– MNOK 25,65 to be paid no later than 36 months after closing (seller’s credit). The seller’s credit is to bear an interest of 5 per cent p.a.

The acquisition is conditional upon a satisfactory result of the due diligence process to be performed, and Link Mobility Group ASA and the shareholders of PSWinCom AS agreeing on the terms and conditions of a legally binding share purchase agreement containing, inter alia,
customary closing conditions.

The transaction is expected to close at the 28th of November 2014.