News: PSQ UPDATE 1-Australian dental centres operator Pacific Smiles backs $198 mln bid from NDC

(Adds details on scheme in paragraph 2-5)

April 29 (Reuters) - Australia's Pacific Smiles Group (PSQ) said on Monday it recommended a takeover offer from National Dental Care (NDC) HoldCo, valuing the dental centres operator at A$303 million ($198.07 million).

Pacific said it entered a scheme implementation deed (SID)with NDC's unit - NDC BidCo Pty Ltd - whereby it received a cash consideration of A$1.90 per share.

Under the terms of the NDC deal, Pacific will have the discretion to pay shareholders a fully-franked dividend of up to a maximum of 12 Australian cents apiece, it said in an exchange filing.

The offer represents a premium of 16.6% to Pacific's last closing price of A$1.63 on April 26, and is 8.6% more than the last buyout offer from Genesis Capital Manager I, which Pacific deemed to be "opportunistically timed."

"After careful consideration and having received advice from its legal and financial advisers, the board of Pacific Smiles has determined NDC's binding proposal, reflected in the SID is a superior proposal to the Genesis Capital Revised Indicative Proposal," Pacific Smiles said.

($1 = 1.5298 Australian dollars)