June 15 (Reuters) - Trimantium Growthops Ltd (TGO) : TAKEOVER...

June 15 (Reuters) - Trimantium Growthops Ltd (TGO) :

• TAKEOVER OFFER FOR ASIA PACIFIC DIGITAL
• OFFERING 1 TGO SHARE FOR EVERY 8.9 APD FULLY PAID ORDINARY SHARES BASED ON TGO'S CLOSING PRICE OF $1.23 PER SHARE ON 14 JUNE
• GROWTHOPS PROVIDED APD WITH A SHORT-TERM WORKING CAPITAL FACILITY, UNDER WHICH APD CAN DRAW UP TO $2 MILLION
• OFFER IS CONDITIONAL ON GROWTHOPS ACQUIRING AT LEAST 90% OF APD ORDINARY SHARES
• OFFER IS UNANIMOUSLY RECOMMENDED BY THE APD BOARD, IN THE ABSENCE OF A SUPERIOR PROPOSAL
• CO TO ENTER PRIVATE TREATY ARRANGEMENTS WITH CO'S PLACEMENT OPTION HOLDERS TO BUY OR CANCEL OPTIONS IN EXCHANGE FOR CO'S SHARES