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Chinese investors drop Opera takeover, launch $600M alternative deal

Plans by a consortium of Chineseinvestors to acquireOpera Software ASAfell apart after the deal failed to secure regulatory approvals by the drop-dead date ofJuly 15.

Opera and the consortium agreed not to extend the drop-dead date,resulting in the offer's expiration, according to a July 18 announcement to theOslo Stock Exchange. Opera shareholders who accepted the offer were thusreleased from the deal.

The Chinese consortium, via Golden Brick Capital PrivateEquity Fund I LP, will now instead purchase certain portions of Opera'sconsumer business for $600 million, Opera said in a separate same-dayannouncement.

The transaction involves the acquisition of Opera's mobileand desktop browser businesses, its performance and privacy apps division, itstechnology licensing business outside of Opera TV, and its 29.09% stake inChinese joint venture nHorizon.

Of the deal's total amount, $100 million will be paidimmediately. Another $200 million will be due Aug. 15 or after certain steps ofthe consumer business' reorganization have been determined, while the last $300million will be paid at deal completion, subject to adjustments.

The transaction is expected to be completed during thesecond half of the third quarter of 2016, subject to a major reorganization ofthe consumer business, approvals from government authorities, and otherconditions.

The deal's drop-dead date is Oct. 31, which is automaticallyextended to Dec. 31 due to certain reasons. In case of a deal termination, theconsortium agreed to pay $100 million to Opera for failing to meet closingconditions, or $40 million if due to lack of government approvals. Meanwhile,Opera will pay the consortium $50 million if it failed to fulfill some closingconditions.

Lars Boilesen will serve as CEO of both Opera and theconsumer business until Dec. 31, after which Boilesen will leave the latter tofocus solely on Opera.

The Norwegian techfirm will retain its Opera Mediaworks, Opera Apps & Games, and Opera TVunits following the deal's closing.