Maxo Telecommunications plans to acquire publicly-listed Vonex for an all-cash deal valued at $34.4 million.
Founded in 2007, MaxoTel provides VoIP offerings, including business phone systems and hosted PBX, as well as call centre answering, Starlink, SIP trunking and consultancy services.
The scheme implementation deed, which is priced at $0.0375 per share, represents a premium of 108 per cent to the closing price of Vonex shares on 24 June and 107 per cent to the 30-day volume weighted average price, according to a statement to the Australian Securities Exchange (ASX).
Additionally, MaxoTel provided Vonex with a financing commitment letter from its bank and provided evidence of additional cash reserves surpassing the total payment.
Under the agreement, Vonex faces exclusivity provisions including no shop and no talk restrictions, a notification obligation and a matching right in favour of MaxoTel.
Vonex and MaxoTel are also both liable to be held to a break fee of $350,000 for certain circumstances.
If all terms such as Vonex shareholder and court approval is met, then the acquisition is expected to be implemented around October 2024.
The Vonex board unanimously recommends for shareholders to vote in favour of the agreement, with its directors, representing 4.6 per cent of issues shares, planning to vote in favour.
Vonex is being advised on the agreement by Latimer Partners as corporate adviser and McCullough Robertson as legal adviser.