Ness Soars to Highest in 13 Months on Acquisition Agreement

Ness Technologies Inc. (NSTC) climbed to the highest level in more than 13 months after the Israeli information technology-services company agreed to be acquired by Citi Venture Capital International for $307 million in cash.

The shares surged 11 percent to 24.30 shekels ($7.15) at the 4:30 p.m. close of trading in Tel Aviv, the highest since April 2010. The stock has gained 21 percent since Calcalist reported the two companies were in talks on June 6, giving the company a market value of 928 million shekels.

Citi Venture Capital International, a private equity investor and investment adviser focused on developing markets, will pay $7.75 for each share of Tel Aviv-based Ness, according to a PRNewswire statement after U.S. markets closed on June 10. Citigroup Inc., the parent of Citi Venture, currently owns a 9.6 percent stake in Ness, according to Bloomberg data.

The purchase price represents a 16 percent premium to the $6.68 closing price in New York on June 10 and a 20 percent premium to the 21.95 shekel close in Tel Aviv on June 9.

“After a thorough assessment, we concluded that the transaction with CVCI delivers significant value and is in the best interest of our stockholders,” said P. Howard Edelstein, chairman of a special committee of disinterested board members.

Ness expects the transaction to be completed in the next three to six months subject to shareholder approval and other requirements.

Bank of America Merrill Lynch is acting as financial adviser to the Ness board, while Jefferies & Co. is financial adviser to the special committee, according to the statement. Citigroup Global Markets Inc. is advising Citi Venture, it said.

To contact the reporter on this story: Susan Lerner in Jerusalem at slerner2@bloomberg.net.

To contact the editor responsible for this story: Claudia Maedler at cmaedler@bloomberg.net.

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