Columbus IT concludes conditional agreement about acquisition of the software company Guideix A/S
Columbus IT concludes conditional agreement about acquisition of the software company Guideix A/S
September 30, 2009 at 9:01 AM CEST
Columbus IT Partner A/S has concluded a conditional agreement about acquisition of 100% of the share capital in the software company Guideix A/S. The acquisition is beneficial for both Guideix's many customers and Columbus IT, which due to this agreement has obtained a new industry solution and unique expert knowledge within wholesale busi-nesses and the steel industry. Guideix has more than 13 years of experience with development, implementation and operation of ERP solutions with focus on wholesale businesses and the steel industry. The acquisition is part of Columbus IT Partner A/S's strategic commitment to develop unique industry specific solutions within carefully selected industries. The agreement is concluded between related parties as Consolidated Holdings A/S which owns 32,61% of the shares and according to voting rights agreements holds the voting rights of a total of 36,37% of the votes is majority shareholder in Columbus IT Partner A/S and at the same time controls more than 85% of the shares in Guideix A/S. The agreed purchase price for the shares in Guideix A/S is DKK 6m. According to the agreement the purchase price will be settled against payment in new shares in Columbus IT Partner A/S on the transac-tion date. The transaction will be finalized on 14th October 2009 when the shareholders in Guideix A/S will make a non-cash contribution of all shares in Guideix A/S to Columbus IT Partner A/S against subscription of new shares in Columbus IT Partner A/S of a total market value of DKK 6m. The price of the shares in Columbus IT Partner A/S and thereby the number of shares subscribed against the non-cash contribution made by the shareholders in Guideix A/S is according to the agreement calculated based on the average closing price of Columbus IT Partner A/S's shares on NASDAQ OMX Copenhagen A/S the last 5 trading days prior to the 14th October 2009. In relation with the non-cash contribution a valuation report must be prepared by an independent valuer with knowledge of the industry, and from Columbus IT Partner A/S's side the completion of the transac-tion depends on the valuation report, which must declare that the value of the invested shares at least equals the fixed and expected variable consideration agreed, including the nominal amount of the shares (plus premium) to be issued as payment in connection with the capital increase. Ib Kunøe Claus E. Hansen Chairman of the Board Chief Executive Officer Columbus IT Partner A/S Columbus IT Partner A/S Contact for further details: CEO Claus E. Hansen, or CFO Heine Thorsgaard, T: (+45) 70 20 50 00. Translation: In the event of any inconsistency between this document and the Danish language version, the Danish language version shall be the governing version.