Dear NQ, How Real Is Bison Capital?

Source: Thinkstock
Last October 24, shares of NQ Mobile Inc. (NYSE: NQ) dropped from an opening price of $23.00 per American Depositary Share (ADS) to close at $12.09 after falling as lows as $8.46. Short seller Muddy Waters LLC had put a Sell rating on the stock with a price target of zero. The stock had clawed its way back to around $21 in late February, but the company has not filed its 2013 annual report yet, and the chairwoman of the board’s audit committee resigned earlier this month. Less than 10 days ago NQ fired accounting firm PricewaterhouseCoopers.

Now the company announced that it has received a non-binding proposal from Bison Capital Holding to acquire all of NQ’s outstanding shares and ADSs (one ADS is equal to five ordinary shares) in an all-cash deal for $9.80 per ADS. That is a 42% premium to last night’s closing price of $6.90 and pencils out to around $590 million for the total deal.

Bison Capital has offices in Los Angeles and New York, but it is based in Beijing. The company’s founder, Xu Peixin, also sits on the board of China-based firms Bona Film Group and AirMedia Group. In a fact sheet on the Bison Capital website, the firm claims it makes investments of $10 million or more in companies with an EBITDA run-rate of $5 million or more. NQ’s trailing 12-month run rate is $1.46 million.

Investors who bought into NQ at less than $9.80 per ADS are likely to be pretty satisfied with Bison Capital’s offer. Those who paid more, well, not so much happiness there.

NQ’s ADSs were trading up 12% at $7.73 in the early afternoon on Wednesday. Buyers are being cautious about bidding the price up to meet the non-binding offer price because if it doesn’t become binding, NQ shares really might be worth what Muddy Waters says they’re worth.

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