Tender Offer - Nexxen International Ltd.
Form Type: SC TO-I/A
Filing Date: 2025-05-22
Corporate Action: Tender-offer
Type: Update
Accession Number: 000117891325001928
Filing Summary: This document is Amendment No. 3 to the Tender Offer Statement on Schedule TO filed by Nexxen International Ltd. The amendment is related to an issuer tender offer for the cancellation of certain options to purchase ordinary shares held by eligible employees of the company and its subsidiaries. The offer is in exchange for cash payments, as specified in the Offering Memorandum dated May 1, 2025. The Amendment No. 3 primarily reflects updates regarding the Offer. Nexxen launched a new $50 million ordinary share repurchase program in April 2025, continuing from a previous one. The company has repurchased a significant percentage of its shares within the last three years and has future plans for additional repurchase programs depending on market conditions. The tender offer remains ongoing, and the document details clarifications on the Offer's terms, including the rights reserved to amend or terminate the Offer. Stakeholders are encouraged to review further documents filed with the SEC before making decisions regarding the tender offer.
Additional details:
Offer Cancellation Details: The company offers to cancel certain outstanding options to purchase its ordinary shares held by eligible employees in exchange for cash.
Repurchase Program Details: In April 2025, Nexxen launched a $50 million ordinary share repurchase program.
Amount Repurchased: From March 1, 2022, to March 31, 2025, 22,621,472 ordinary shares, or 29.2%, have been repurchased.
Repurchase Authorization Remaining: As of April 30, 2025, approximately $39.0 million remains on the repurchase program authorization.
Offer Terms: The company reserves the right to amend or terminate the offer before the Offer Termination Date.
Previous Filings: The Schedule TO was previously amended twice on May 8 and May 13, 2025.
Form Type: SC TO-I/A
Filing Date: 2025-05-13
Corporate Action: Tender-offer
Type: Update
Accession Number: 000117891325001771
Filing Summary: Nexxen International Ltd. files Amendment No. 2 to Schedule TO, which updates the Tender Offer Statement for the cancellation of certain outstanding options to purchase ordinary shares held by eligible employees in exchange for cash. The offer and amendments relate to an issuer tender offer under Rule 13e-4, intending to update relevant terms and conditions of the offer as stated in the Offering Memorandum dated May 1, 2025. The offer allows eligible employees to tender options before the Offer Termination Date, with adjustments made to the procedures for tendering and withdrawing options. Key updates include amended procedures for participation, withdrawal rights, and the reservation of rights regarding termination or amendment of the Offer. The company assesses ongoing acquisitions or mergers that could affect their capital structure but has no immediate plans for extraordinary corporate transactions. Additional filings from the company, including annual reports and other documents, are recommended for review prior to participation in the Offer.
Additional details:
Option Offer Date: 2025-05-01
Offer Termination Date: 2025-05-30
Offer Website: https://www.computersharecas.com/nexxen
Market Price Reference: 10.07
Offer Termination 40 Business Days: 2025-06-27
Form Type: SC TO-I/A
Filing Date: 2025-05-08
Corporate Action: Tender-offer
Type: Update
Accession Number: 000117891325001651
Filing Summary: Nexxen International Ltd. has filed Amendment No. 1 to its Tender Offer Statement on Schedule TO with the Securities and Exchange Commission. This amendment was made to update information relating to the offer by Nexxen to cancel outstanding options held by eligible employees in exchange for cash payment. The Offer to Cancel Eligible Options for Cash was dated May 1, 2025, and the filing serves to supplement the original statement filed on May 2, 2025. The document includes various amendments and incorporates previously filed exhibits relevant to the tender offer, such as employee communications and detailed election terms. The company is structured under the laws of Israel and aims to provide clarity on the conditions and procedures related to the tender offer for its ordinary share options.
Additional details:
Option Type: eligible_options
Offer Date: 2025-05-01
Original Filing Date: 2025-05-02
Contact Name: Amy Rothstein
Contact Title: Chief Legal Officer
Contact Address: 100 Redwood Shores Parkway, 3rd Floor, Redwood City, California 94065
Contact Phone: (425) 279-1222
Form Type: SC TO-I
Filing Date: 2025-05-02
Corporate Action: Tender-offer
Type: New
Accession Number: 000117891325001550
Filing Summary: Nexxen International Ltd. filed a Tender Offer Statement under Schedule TO for an issuer tender offer to eligible non-executive officer employee optionholders. The offer allows these participants to tender their options to purchase ordinary shares for cash at specified prices ($14.44 or $21.52). As of April 21, 2025, 845,691 options are eligible. The filing includes details about the company, its officers, and the terms of the offer, as well as legal and regulatory considerations. The principal executive office is located in Tel Aviv, Israel. The Offer to Cancel Eligible Options is set to proceed based on outlined conditions and incorporates multiple references to an Offering Memorandum.
Additional details:
Name Of Company: Nexxen International Ltd.
Address Of Company: 82 Yigal Alon Street, Tel Aviv, 6789124, Israel
Principal Executive Offices Phone: +972-3-545-3900
Eligible Options Count: 845,691
Option Prices: $14.44 or $21.52
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