In a statement released yesterday, Findex said its proposed acquisition, first reported by InvestorDaily in June, will see the purchase Crowe Horwath’s shares at a total value of $137 million – with each share valued at $0.50.
Findex will also assume responsibility for Crowe Horwath’s debt, bringing the total acquisition cost to $200 million.
“The acquisition price implies an equity value for Crowe Horwath of approximately $137 million,” a statement from Findex said. “The balance represents Crowe Horwath debt for which Findex is assuming responsibility.”
“The transaction will take place by way of a scheme of arrangement, with a scheme implementation agreement having been entered into between Crowe Horwath Australasia and Findex Australia,” the statement said.
Findex said that as part of the proposal, Crowe Horwath’s majority shareholder, Alceon, has entered into an option which provides Findex with “the right to purchase its shareholding” of approximately 20 per cent.
Crowe Horwath said the acquisition bid by Findex, which commenced earlier this year, has the “full support” of the Crowe Horwath board which is recommending shareholders accept the offer in the “absence of a superior proposal”.
“The board has unanimously concluded that the proposal from Findex is a compelling proposition, offering Crowe Horwath shareholders a significant premium to the market price and fair value,” Crowe Horwath chairman Richard Grellman said.
Findex group chief executive Spiro Paule said that since 2000, the group has integrated businesses on more than 80 occasions and the acquisition of Crowe Horwath is the result of a “roll up strategy” executed over a similar period.
“Our corporate history demonstrates we are proven long-term owners and buy businesses with the intention of adding and unlocking further value,” Mr Paule said.
