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Google throws On2 shareholders a bone, says offer final

Google and On2 said Thursday that they have amended their merger agreement in a move appease shareholders who haven't voted for the deal yet.Under the revised deal, each On2 shareholder will get 0.
Written by Larry Dignan, Contributor on

Google and On2 said Thursday that they have amended their merger agreement in a move appease shareholders who haven't voted for the deal yet.

Under the revised deal, each On2 shareholder will get 0.0010 share of Google and 15 cents per share in cash. Under the August merger agreement, each On2 share was to be exchanged for 60 cents worth of Google shares.

But since then Google shares have rocketed.

Now On2 shareholders will get about 75 cents a share for the company. On2 makes video compression software.

In a statement, Google said:

The revisions to the terms of the merger agreement serve, in part, to address the fact that, since the acquisition was first announced in August 2009, the market value of Google’s Class A Common Stock has increased significantly while the value of the acquisition has remained fixed for On2’s stockholders. By increasing the consideration offered to On2’s stockholders by an additional $0.15 per share in cash, On2’s stockholders will receive additional value for their On2 common stock that Google and On2 believe better reflects the value that On2’s stockholders would have received had the acquisition closed closer to the time of its announcement in August 2009.

Google also noted that its offer is final. On2 will have a meeting for shareholders on Feb. 17 to approve the deal.

On2 adjourned a shareholder meeting on Dec. 18 because it couldn't get enough votes. In October, On2 announced a proposed litigation settlement over the Google purchase.

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