Listed financial services group Firstfolio has agreed to make an off-market takeover of Xplore Capital.
For each share held, Xplore investors will be offered either 19 cents cash or two Firstfolio shares plus 5 cents cash. The all-cash deal values Xplore at $3.08 million.
Xplore's principle business activities include direct retailing and marketing of mortgage services.
The takeover also includes the Xplore Financial Planning business, which is a corporate authorised representative of ComCorp Financial Advice, which was purchased by MMC Contrarian in March 2009.
"The acquisition of Xplore Capital would consolidate Firstfolio as one of Australia's leading non-bank mortgage managers and financial services companies," Firstfolio said.
"Firstfolio and Xplore Capital operate complementary businesses that focus on the mortgage management and financial services market.
"The acquisition of Xplore Capital will achieve long-term synergy benefits by reducing or eliminating costs incurred by Xplore Capital as a public company and related overheads."
Xplore's directors have unanimously recommended its shareholders accept Firstfolio's offer and themselves intend to accept the deal for shares that they own, in the absence of a superior proposal, Firstfolio said.
The offer is subject to a number of conditions, including acceptance of the deal by 75 per cent of issued shares and regulatory approvals.
Last December, Firstfolio acquired the $3.5 billion loan book of finance company First Chartered Capital Corporation and its subsidiaries.