GeoOp shareholders have overwhelmingly approved a merger with Australian mobile sales app developer InterfaceIT and welcomed Roger Sharp to the board, where he is to replace Mark Weldon as chairman.
Reporters were barred without explanation from the special meeting in Auckland yesterday, which came a day after Weldon's surprise resignation under intense media gaze as chief executive of MediaWorks.
Some 91.74 per cent of votes cast were in favour of the transaction, which will see workforce management app developer GeoOp buy InterfaceIT for $9 million in shares and convertible notes.
Independent adviser Simmons Corporate Finance valued InterfaceIT at between $6.1 million and $8.5 million and added an additional $2.3 million to $4 million of benefits arising from a merger.
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Shareholders also cast 91.73 per cent of votes in favour of issuing 15 million shares at 40c apiece and 3 million unlisted convertible notes at a face value of $1 each to the vendors of InterfaceIT to finance the transaction.
The purchase price may increase based on the performance of the merged entity over the 12 months following completion. The vendors will initially own about 32 per cent of the enlarged business and their stake could rise to as much as 64 per cent under certain conditions, in what the independent adviser called a worst-case scenario for GeoOp shareholders.
GeoOp's NZAX-listed shares closed at 28c yesterday.