Nuance seeks to acquire Zi Corporation for roughly $40M

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Nuance Communications has submitted a proposal to the board of directors of Zi Corporation, a developer of interface solutions for mobile handsets and consumer electronic devices, to acquire the company for U.S. $0.80 per share in cash. The Associated Press reported that the offer will equate to approximately $40.4 million.

Nuance’s all-cash proposal, which is not subject to any financing conditions, represents more than a 150 percent premium over the closing price of Zi’s common stock on Aug. 13, the last trading day prior to the public disclosure of the proposal, according to the Burlington, Mass.-based Nuance.

The cash offer represents more than a 125 percent premium over Zi’s average closing price for the past 20 trading days, and approximately 100 percent premium more than the company’s average closing price for the past 60 trading days.

Nuance’s proposal is subject to the negotiation of a mutually agreeable definitive agreement, the completion of certain limited and confirmatory due diligence, and the satisfaction of other customary conditions and approvals.

 “Concurrent with the agreement to proceed along either of the two suggested paths, Nuance is willing to commit up to $2 million of short term financing under reasonable terms and conditions, should Zi Corporation’s board of directors deem it necessary and beneficial,” Paul Ricci, Nuance CEO and chairman, stated in a letter sent Thursday to George Tai, chairman of Zi’s board.

The Calgary, Alberta-based Zi has until 5 pm Aug. 15 to consider the proposal and request further discussions to advance the acquisition, the letter said.