Keywords Studios – early completion of Binari Sonori earn out

keywordsKeywords, a technical services provider to the video games industry, has agreed with the selling shareholders of Binari Sonori S.R.L to vary the terms of the acquisition agreement bringing to a close the earn out conditions 12 months earlier than originally agreed.  Under the terms of the acquisition, deferred consideration of no more than €4.0m could have been payable calculated by reference to the profit before interest and tax of Binari Sonori in the years to 31st December 2014 and 31st December 2015.

Previous DigiNet reporting: Keywords acquires Binari Sonori in Italy May 9, 2014

binariUnder the terms of the Agreement, the Group has agreed to pay to the Selling Shareholders total deferred consideration of €300,000 which will be satisfied by the issue of 158,250 new ordinary shares of Keywords at a price of 145.47 pence per share (being the volume weighted average price over the five business days immediately preceding the date of this announcement).  

The shares in Keywords issued to the Selling Shareholders will be credited as fully paid and rank pari passu with the existing issued ordinary shares of Keywords when issued.  The Selling Shareholders will be subject to a lock-in period of 12 months with respect to the Consideration Shares, subject to certain exceptions, followed by an orderly market restriction for a further 12 month period.

Ireland, Dublin & Italy, Milan

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