The Australian Securities Exchange-listed PDF software provider revealed that its board intends to unanimously recommend shareholders to vote in favour of the proposed deal

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Alludo offers to acquire Nitro Software for $320m. (Credit: aymane jdidi from Pixabay)

Nitro Software, an Australia-based provider of PDF software, has received a non-binding takeover proposal from Cascade Parent (trading as Alludo) of A$2 ($1.28) per share or A$500m ($320m).

Alludo (formerly Corel) is a Canadian software company, which was acquired by KKR in 2019.

According to Nitro Software, the Canadian firm indicated its willingness to move ahead with an off-market takeover bid with a 50.1% minimum acceptance condition.

Nitro Software revealed that its board intends to unanimously recommend the company’s shareholders to vote in favour of the proposed deal. This is subject to the absence of a superior proposal as well as conclusion from an independent expert Cadence Advisory that the deal is in the best interests of its shareholders, said the PDF software provider.

Alludo offers digital remote workforces with virtualisation, productivity, and graphic solutions. The company’s portfolio of software solutions, which includes Parallels, MindManager, CorelDRAW, and WinZip are said to be complementary to the offerings of Nitro Software.

The productivity platform of Nitro Software includes PDF tools, digital workflows, eSigning, and identity verification capabilities.

Both Nitro Software and Alludo have entered into a process deed, which gives a 21-day period of exclusivity to the latter for confirmatory due diligence and negotiation of definitive agreements.

The Australian firm stated: “There is no certainty that the Alludo Proposal will result in a binding transaction being put forward to shareholders for their consideration.”

Parallelly, Nitro Software rejected a takeover offer of A$1.8 ($1.15) in cash by Technology Growth Capital, a special purpose vehicle managed by Potentia Capital Management. The former’s board concluded the bid undervalues it and unanimously rejects it for not being in the best interests of the company’s shareholders.