Together, the two companies will achieve annual sales of 1.6 billion francs and cover more than 70 countries, the Nidwalden IT service provider highlighted on Thursday.
Softwareone wants to merge with its Norwegian counterpart Crayon. Together, the two software solutions providers will achieve annual sales of 1.6 billion francs and cover more than 70 countries, the Nidwalden company highlighted on Thursday.
Crayon shareholders will be offered 0.8233 new Softwareone shares and 69 Norwegian crowns for each Crayon share, which corresponds to an offer of 144 Norwegian crowns per share, the press release said. The offer values Crayon at 172.50 crowns per share, corresponding to a premium of 36% on the closing price on December 11. The publication of the offering prospectus is scheduled for March 2025.
The share exchange component corresponds to a value of 10 francs per share for Softwareone, corresponding to a premium of 38% compared to the closing price on December 11.
The founding shareholders of Softwareone and Crayon, who hold 29% and 5% of the share capital respectively, support the offer. Those of Crayon are committed to serving their shares and have agreed to respect a blocking period of 12 months following the finalization of the transaction. Currently, Softwareone owns 1.9% of the share capital of Crayon. To be considered successful, the offer must cover 90% of Crayon titles.
Up to 72 million new Softwareone shares are to be issued to Crayon shareholders who accept the offer. The latter will be able to represent up to 32% of the new share capital.
Significant synergies in sight
The transaction should be finalized in the third quarter of 2025. It should accelerate growth and improve profitability, thanks to synergies of 80 to 100 million francs, which should be able to be realized in the 18 months following the transaction. They will be added to the cost savings already announced by Softwareone of around 50 million francs.
Furthermore, for shareholders, the transaction is expected to create value with an expected increase in earnings per share by 2026 of approximately 25% and 40% excluding implementation costs.
Following the merger, Crayon will appoint two candidates to join the Softwareone board of directors as additional members. Operationally, the new company will be co-led by current managers Raphael Erb and Melissa Mulholland. A dual listing in Zurich and Oslo is under study and depends on the agreement of the competent authorities.
Excluding synergies, the operating profit (Ebitda) of the new company should reach 334 million francs.
Present in 45 countries, Crayon is headquartered in Oslo and employs 4,000 people. For its part, Softwareone has around 9,300 employees.
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