World News: TomTom plans to acquire Tele Atlas for €2bn

World News:  TomTom plans to acquire Tele Atlas for €2bn

Navigation device manufacturer, TomTom, and map supplier, Tele Atlas, have jointly announced that the two companies expect to reach an agreement in connection with TomTom’s cash offer of €21.25 for all outstanding shares of Tele Atlas.

Should the merger transaction go through, Tele Atlas would continue its business as a separate unit in the combined group, specialising in developing and licensing digital map products for and to current and future customers, both in and outside the group.

The merger would create benefits for the customers and partners of both companies, including:

  • More accurate navigation information – TomTom has developed technologies that enable its installed user base of 10+ million GPS devices to effectively operate as map surveyors
  • Improved coverage – The combination significantly improves all aspects of digital map maintenance, enrichment and creation enabling the companies to expand coverage faster
  • New and enhanced features – The companies will be able to offer new features such as daily map updates and intelligent routing

Tele Atlas co-founder & CEO Alain De Taeye commented: “The TomTom-Tele Atlas partnership signals a new era in the digital mapping industry. The combination of TomTom’s customer feedback tools and Tele Atlas’ pioneering map production processes allows Tele Atlas to dramatically change the way digital maps are continuously updated and enhanced. The result will be a completely new level of quality; content and innovation that helps our partners deliver the best navigation products.”

Should the offer be declared unconditional, it is intended that Tele Atlas’ listing on the Eurolist of Euronext Amsterdam and the Geregelter Market in Frankfurt will be terminated as soon as possible. Furthermore, TomTom expects to initiate the statutory squeeze-out procedure contemplated by the Dutch Civil Code in order to acquire all shares held by minority shareholders or take such other steps to terminate the listing and/or acquire all shares that will not have been tendered, including effecting a legal merger (juridische fusie) or a liquidation, all in accordance with applicable laws.

Subject to shareholder approval and the required clearances from regulatory and competition authorities, the transaction is expected to be completed by end-2007.

Tele Atlas’s Supervisory Board and Management Board support the intended offer, and will recommend that Tele Atlas shareholders accept the offer unless a better alternative offer is made, in which case TomTom would have an opportunity to submit a revised proposal.

TomTom is entitled to a break fee of €20 million in the event that the Tele Atlas board recommends a competing proposal.

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