AVEVA will acquire OSIsoft Group for an enterprise value of $5 billion (£3.77m), on a cash-free and debt-free basis. The consideration will be paid $4.4 billion in cash plus 13.7 million consideration shares. The cash part will be funded through a capital increase up to $3.5 billion and the balance of $900m by new debt facilities.
AVEVA will issue 125,739,796 rights on the basis of 7 rights issue shares for every 9 ordinary shares held, which correspond to 77.8% of the current issued AVEVA capital. Their price is set with a 45.8% discount. 13.7 million consideration shares equal 8.4% of the current capital and will be issued to the OSIsoft founder Dr J. Patrick Kennedy without discount.
ECGS considers the proposed deal as an interesting opportunity to acquire a clear market leader and defacto industry standard. Nevertheless, the deal is transformational for AVEVA and investors should seriously assess integration risks.
The price is reasonable with regards to sector multiples, new borrowings will increase the leverage without harming the group’s strong financial position.
Aveva Group is a holding company. Through its subsidiaries, Co. is engaged in the licensing of the rights to use its software products directly to end users and to a lesser extent indirectly through resellers. Co.'s services consist primarily of consultancy, implementation services and training, and are performed under separate service arrangements. Co.'s products are most applicable in industries that include Oil and Gas, Marine, Power, Petrochemical and Chemical, and other markets such as AEC Fabrication, Paper and Pulp, Mining and Pharmaceuticals.
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