United Communications Partners completes merger with Making Science Group’s subsidiary
United Communications Partners Inc. (OTC Markets Group: UCPA) and Making Science Group, S.A. (BME Growth: MAKS) have officially announced the execution of a definitive merger agreement with Making Science Marketing & Adtech, SLU (MSMA), a fully owned subsidiary of Making Science. The merger agreement stipulates that MSMA will acquire all the common shares of UCP not already owned by Making Science and its affiliates, with a transaction valued at a merger consideration of $0.0029086 per share.
Key Financial Details and Premium Offer
This consideration reflects a 9% premium over the three-month volume-weighted average price of UCP’s common shares as of June 10, 2024. Currently, Making Science holds approximately 76.14% interest in UCP, represented by 1,231,881,346 shares through MSMA and its affiliates.
Strategic Approvals and Meeting Schedule
The boards of directors of both companies, following a recommendation from an Independent Committee of UCP’s directors and a fairness opinion by Skarpa, AB, have unanimously approved the merger. The completion of this merger is contingent upon approvals during a shareholder meeting scheduled for July 30, 2024. This meeting will also seek to satisfy Nevada’s statutory requirements for merger shareholder approval and a majority approval from the minority shareholders.
Business Integration and Forward Outlook
Upon successful completion of the merger, UCP will operate as a wholly-owned subsidiary of MSMA. This strategic integration will likely enhance UCP’s operations which span across advertising media, marketing, and communication services primarily in the Nordics, and leverage Making Science’s extensive technological and digital marketing capabilities across 15 global markets.
Overview of Company Profiles
United Communications Partners Inc. is a Nevada-based holding company operating through subsidiaries like Tre Kronor Media AB and Abrego Spain SL, offering a range of marketing services. Making Science, on the other hand, is a digital acceleration company with a significant presence in digital marketing, Adtech, and Martech, along with cloud technologies and cybersecurity services worldwide.
Enhanced Capabilities and Global Reach
The merger is expected to not only consolidate UCP’s market position but also enhance its technological capabilities, reflecting Making Science’s strong emphasis on AI and cybersecurity within its diverse business lines. The combined entity will continue to support various ESG initiatives, contributing positively to their communities and the environment.