Oslo-based Kahoot!, a game-based learning platform, announced on Friday, July 14, a recommended voluntary all-cash offer. Upon the successful completion of the transaction, Kahoot! will operate as a private company in the years ahead.

The offer comes from the Private Equity business within Goldman Sachs Asset Management. It is made along with co-investors General Atlantic FT, LEGO Group’s KIRKBI Invest A/S, Glitrafjord AS, and other investors and management shareholders.

Eilert Hanoa, Chief Executive Officer at Kahoot!, says, “Kahoot!´s mission is to make learning awesome. Our portfolio of solutions drives billions of learning interactions every year, coming together through continuous product innovation and a team with the ambition to put magic learning moments at everyone’s fingertips.”

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“As the need for engaging learning, across home, school, and work, continues to grow, I am excited about the opportunities this partnership represents for our users, our ecosystem of partners, and for the talented team across Kahoot! Group, to advance education for hundreds of millions of learners everywhere,” adds Hanoa. 

Completion of the process is expected to happen in the second half of 2023

Offer values Kahoot! at €1.5B

This offer acquires all Kahoot! shares at a best and final price of NOK 35 per share. The aggregate equity purchase price amounts to NOK 17.2B (approximately €1.5B) based on current issued and outstanding shares of 492,836,049.

Kangaroo BidCo AS, an asset management company established by Goldman Sachs, will facilitate this offer.

The board of directors of Kahoot! (excluding conflicting members) unanimously recommended that Kahoot! accept this offer.

The offer price represents a premium compared to various benchmarks – 53.1 per cent higher than the closing price on the Oslo Stock Exchange on May 22, 2023, which was NOK 22.86.

This closing price was on the last trading day before the disclosure of Co-Investors’ shareholding positions during the 2023 AGM voting process.

Additionally, the offer price represents a premium of 33.3 per cent over the 3-month volume weighted average price of NOK 26.26 and 62.1 per cent over the 6-month volume weighted average price of NOK 21.59, both as of July 13, 2023.

Kahoot! says significant progress has already been made in securing the acquisition.

Shareholders representing approximately 34.20 per cent of Kahoot!’s outstanding share capital have committed to selling or contributing their shares as part of the “Investment Agreement and irrevocable undertakings.”

It includes shares from General Atlantic, KIRKBI, Glitrafjord AS (controlled by Kahoot!’s CEO, Eilert Hanoa), other investors, Board members, and senior management.

Source: Silicone Canals

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