Within a week, they will have a meeting with the head of Bank of Greece supervision Harris Karonis Viva and its representatives JP: Morgan For the final consideration of the now final decision of the High Court in London, as both sides claim to be vindicated.
It is not known if he will leave the meetingwhite smoke“, if there is a common line between the two parties. But the constant targeting of the branch commander Janis Stournaras is that Viva and JP Morgan reach a consensus solution and the deal does not collapse.
However, the question of valuation remains, and a well-informed source commented his The decision of the London court says mononews.gr: that the truth is somewhere in the middle, and that’s why each side reads it as they see fit.
The meeting with the regulator will attempt to probe how each side will fare over the next period, as the deal is due to be completed by June 2025, according to the agreement. And that means that 48.5% of Viva has JP today. Morgan will return to Harris Karonis, or the Americans will acquire the remaining 51.5% of the Greek fintech.
The time to complete the transaction is the only constant in the whole affair, as the gap remains as to:
– assessment
– Is Viva subject to the same regulatory restrictions as JP Morgan?
The valuation gap is $2 billion, as JP Morgan’s appraiser values the Greek company at $1 billion, while Caroni’s appraiser says it is worth $3 billion.
In fact, the American bank specifically states in its statement that: The court’s decision is a step forward with fair and transparent valuations, which could allow Viva to be sold soon before activity in the Fintech M&A market continues.
The court connects the assessment issue with regulatory restrictions, as in its decision, among other issues, it states:
-Viva, as currently 48.5% owned by JP Morgan, is subject to regulatory restrictions that may arise from Regulations K and Y or the Bank Holding Company Act, but will subsequently be exempt from these regulatory restrictions (that is, if the American bank ceases to be its shareholder)
It is noted that: The value of the business must be determined by the appraiser, disregarding these regulatory restrictions, although the value to be attributed to the future business remains with the appraisers using their professional judgment and taking into account the information provided by Viva, including: its operational capabilities.
In fact, the judge specifically points out in the 70-page decision.
Therefore, I believe that in determining the fair market value of the call options, appraisers are required to disregard any obligations and restrictions that may arise from Regulations K and Y or the Bank Holding Company Act that actually apply to WRL, JPM or Viva. Because of JPM’s participation in Viva.
The point of contact
This point of judgment that each side “reads” it with its own prism.
According to JP Morgan. “The court confirmed that Viva is subject to legal restrictions in the US, which we initially pointed out to Viva’s management team, and rejected any suggestion that JP Morgan was trying to devalue Viva and prevent its growth.”
According to Harris Karonis.
“The court ruled in favor of WRL and rejected JP Morgan’s attempts to rewrite the terms of the shareholders’ agreement to require consideration of the valuation of certain statutory restrictions that apply exclusively to JP Morgan (and not in Viva).
“These statutory restrictions will materially distort the valuation and excessively undervalue the Company by up to 50% to the benefit of JP Morgan and to the detriment of Viva’s founders and its more than 200 employees who participate in the shares.” Option plan.
