European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

<ul>
<li>The Board will likely recommend the 100p/share cash offer (8.0x EV/NTM EBITDA) pending final terms. General Atlantic must make a formal offer by October 25, with potential deadline extensions.</li>
<li>Shareholders would have the option to elect for an unlisted equity alternative. This means that top two shareholders (24%) will continue invested and that chances of a sweetening seem slim.</li>
<li>Given LTG's share performance, shareholders may willing to accept a 33.5% premium. Gross spread is 6.6% (39.4% estimated annual return if settlement by January 6). Long.</li>
</ul>


The Board will likely recommend the 100p/share cash offer (8.0x EV/NTM EBITDA) pending final terms. General Atlantic must make a formal offer by October 25, with potential deadline extensions.
Shareholders would have the option to elect for an unlisted equity alternative. This means that top two shareholders (24%) will continue invested and that chances of a sweetening seem slim.
Given LTG's share performance, shareholders may willing to accept a 33.5% premium. Gross spread is 6.6% (39.4% estimated annual return if settlement by January 6). Long.


General Atlantic/Learning Technologies: Ahead of PUSU Deadline

<ul>
<li>On 28 September, Kangaroo Bidco announced that it waives the Minimum Acceptance Condition (&gt;90% acceptances) of its best and final NOK 35/share offer for <a href="https://www.smartkarma.com/entities/kahoot-asa" target="_blank" data-smartkarma-citation="entities:34239:1" rel="noopener">Kahoot! ASA (KAHOOT NO)</a>.</li>
<li>Acceptances so far total 69.29%. The only remaining conditions are regulatory approvals from both China and United States.</li>
<li>As of early afternoon 28 September, spread is 0.63%/5.55% (gross/annualised). Although volumes are thin, I expect higher volumes in the last stretch of the offer period. Recommendation: long and tender.</li>
</ul>


On 28 September, Kangaroo Bidco announced that it waives the Minimum Acceptance Condition (&gt;90% acceptances) of its best and final NOK 35/share offer for Kahoot! ASA (KAHOOT NO).
Acceptances so far total 69.29%. The only remaining conditions are regulatory approvals from both China and United States.
As of early afternoon 28 September, spread is 0.63%/5.55% (gross/annualised). Although volumes are thin, I expect higher volumes in the last stretch of the offer period. Recommendation: long and tender.


GS AM Consortium/Kahoot: Waiving of Minimum Acceptance, Spread

Education Sector Analyst, Schoolhouse Solutions

Anik Siwach

Education Sector Analyst

Schoolhouse Solutions

Schoolhouse is a strategy and research provider for the Education sector. We publish differentiated reports and bespoke research on the sector, focused on private and public companies in Asia-Pacific. Our team has decades of experience working with Education companies ranging from K-12 to Tertiary and Edtech.

Strategy and Research Provider

Equity Bottom-Up

<ul>
<li>
Holistic Educational Suite: 3PL enriched its product portfolio, with the APAC debut of WritingLegends and BrightPath Assessement. </li>
<li>
Steady Financial Growth: Amidst challenges in the UK, 3PL's 9% ARPU growth highlights its consistent performance and market strength. </li>
<li>
Setting the Pace: With attractive-priced offerings, an integrated product approach, and an innovative teacher training vision, 3PL is expected to continue growing its top line as more schools join. </li>
</ul>



Holistic Educational Suite: 3PL enriched its product portfolio, with the APAC debut of WritingLegends and BrightPath Assessement. 

Steady Financial Growth: Amidst challenges in the UK, 3PL's 9% ARPU growth highlights its consistent performance and market strength. 

Setting the Pace: With attractive-priced offerings, an integrated product approach, and an innovative teacher training vision, 3PL is expected to continue growing its top line as more schools join. 


3P Learning (3PL): Steady Through the 3Rs, Eyes on FY24

<ul>
<li>It may take some time before shareholders can see how Kahoot's significant investments in market share and business growth pay off in a positive bottom line.</li>
<li>GS AM already has c.59% and the current extension lasts until 8 September. Spread is 2.9%/15.4% (gross/annualised, assuming settlement by 13 November).</li>
<li>Taking a NOK 31.2 break, the last closing share price implies just 74% probability of deal completion, however I believe the spread will close following. I'd be long the shares.</li>
</ul>


It may take some time before shareholders can see how Kahoot's significant investments in market share and business growth pay off in a positive bottom line.
GS AM already has c.59% and the current extension lasts until 8 September. Spread is 2.9%/15.4% (gross/annualised, assuming settlement by 13 November).
Taking a NOK 31.2 break, the last closing share price implies just 74% probability of deal completion, however I believe the spread will close following. I'd be long the shares.


GS AM Consortium/​ Kahoot!: Extension of Acceptance Period, Spread

<ul>
<li>
<a href="https://www.smartkarma.com/entities/kahoot-asa" target="_blank" data-smartkarma-citation="entities:34239:1" rel="noopener">Kahoot! ASA (KAHOOT NO)</a> saw better times on the stock market during the pandemic. To revive fortunes, GS AM has enlisted top shareholders and offers NOK 35/share "best and final" price.</li>
<li>This represents 29.1x EV/Fwd NTM EBITDA, 3.3% FCF yield. I believe the offer price is fair. Interloper risk seems low: a competing bid should come above NOK 38.5, surely overpaying.</li>
<li>Spread is 0.74%/2.15% (gross/annualised, assuming settlement by 30 November). With better opportunities elsewhere, I would wait for the share price to come under NOK 34.5 to open a position.</li>
</ul>



Kahoot! ASA (KAHOOT NO) saw better times on the stock market during the pandemic. To revive fortunes, GS AM has enlisted top shareholders and offers NOK 35/share "best and final" price.
This represents 29.1x EV/Fwd NTM EBITDA, 3.3% FCF yield. I believe the offer price is fair. Interloper risk seems low: a competing bid should come above NOK 38.5, surely overpaying.
Spread is 0.74%/2.15% (gross/annualised, assuming settlement by 30 November). With better opportunities elsewhere, I would wait for the share price to come under NOK 34.5 to open a position.


GS AM Consortium/ Kahoot!: Agreed Fair Offer

Norway

Kahoot! ASA provides a game-based learning platform. The Company's platform can be used by schools, organizations and parents to create, play, and share learning games. The Company offers free and subscription-based services to users and customers around the world.

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Kahoot! ASA (KAHOOT NO)

General Atlantic/Learning Technologies: Ahead of PUSU Deadline

The Board will likely recommend the 100p/share cash offer (8.0x EV/NTM EBITDA) pending final terms. General Atlantic must make a formal offer by...

Jesus Rodriguez Aguilar

GS AM Consortium/Kahoot: Waiving of Minimum Acceptance, Spread

On 28 September, Kangaroo Bidco announced that it waives the Minimum Acceptance Condition (>90% acceptances) of its best and final NOK 35/share...

Jesus Rodriguez Aguilar

3P Learning (3PL): Steady Through the 3Rs, Eyes on FY24

3PL stock up 5% since the insight was posted, the market is responding favourably to their FY23 figures as we suggested.

Anik Siwach

GS AM Consortium/ Kahoot!: Extension of Acceptance Period, Spread

The offer period has been extended until 8 September. The offer price is fair, in my view and the spread has widened to a more interesting level. I...

Jesus Rodriguez Aguilar

GS AM Consortium/ Kahoot!: Agreed Fair Offer

Kahoot! saw better times on the stock market during the pandemic. GS AM has built a solid consortium that offers "best and final" NOK 35. The...

Jesus Rodriguez Aguilar

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

General Atlantic/Learning Technologies: Ahead of PUSU Deadline

The Board will likely recommend the 100p/share cash offer (8.0x EV/NTM EBITDA) pending final terms. General Atlantic must make a formal offer by...

Jesus Rodriguez Aguilar

GS AM Consortium/Kahoot: Waiving of Minimum Acceptance, Spread

On 28 September, Kangaroo Bidco announced that it waives the Minimum Acceptance Condition (>90% acceptances) of its best and final NOK 35/share...

Jesus Rodriguez Aguilar

3P Learning (3PL): Steady Through the 3Rs, Eyes on FY24

3PL stock up 5% since the insight was posted, the market is responding favourably to their FY23 figures as we suggested.

Anik Siwach

GS AM Consortium/​ Kahoot!: Extension of Acceptance Period, Spread

The offer period has been extended until 8 September. The offer price is fair, in my view and the spread has widened to a more interesting level. I...

Jesus Rodriguez Aguilar

GS AM Consortium/ Kahoot!: Agreed Fair Offer

Kahoot! saw better times on the stock market during the pandemic. GS AM has built a solid consortium that offers "best and final" NOK 35. The...

Jesus Rodriguez Aguilar

GS AM Consortium/ Kahoot!: Extension of Acceptance Period, Spread