Boku acquisition of Danal goes ahead on New Year's Eve

Independent direct carrier billing company Boku has successfully completed the acquisition of mobile identity and authentication solutions Danal as scheduled, it announced on Wednesday.

The AIM-traded firm initially announced the transaction on 6 December, with final completion occuring on 31 December.

As it had previously indicated, consideration for the acquisition was being satisfied through the issue of a maximum of 26,700,000 common shares, warrants over 1,634,699 common shares exercisable for five years at an exercise price of £1.41 each, and $1m in cash.

There was also a potential earn-out based on revenue performance over 2019.

Boku said initial consideration would be payable via up to 19,343,853 common shares being issued to Danal shareholders who validly returned their acceptance paperwork before 21 January, with those shares to be issued before the end of the month.

A total of 4,631,648 common shares, and the warrants, would be issued to Danal’s parent company Danal Company.

Danal was currently obliged to repay a loan of $8.5m to Citibank USA, with funds from Danal Company to guarantee that loan currently being held in escrow with Citibank Korea, to be transferred to Boku following receipt of the regulatory approvals required under Korean law.

At that point the common shares and warrants would be issued to Danal Company.

Boku said it expected the loan to be cleared and the shares and warrants to be payable to Danal Company before the end of June.

Up to 2,724,499 common shares were currently subject to holdback for 12 months, to satisfy any potential indemnification claims.

“A further announcement will be made by the end of January detailing shares that have been issued as part of the initial consideration, and application will then be made to the London Stock Exchange for admission to trading on AIM of those shares,” Boku’s board said in its statement.