Digital and Big Data solutions company, Invigor Group (ASX: IVO), has inked a heads of agreement to acquire all the issued shares in German software solutions business, Condat AG. Invigor will acquire Condat for $4.5 million, subject to any adjustment for closing net tangible assets.
The purchase consideration will comprise $2.25 million payable in cash, with the balance by an issue of Invigor shares which will be issued at 8.5 cents per share.
The company said, in a statement on the ASX, that of the cash component of the acquisition consideration, $500,000 will be paid at completion and $1.75 million will be deferred until December 2016. This is subject to a holdback of up to $800,000 for warranty claims which may arise.
Shares issued as part of the acquisition consideration will be placed in escrow for between 12 to 18 months from completion. Any adjustment to the consideration required for the closing net tangible assets will affect the number of shares to be issued.
Invigor executive chairman, Gary Cohen, said Condat is the major provider of smart media solutions to public broadcasters in Germany and its software will strongly complement Invigor’s existing product offering and its development towards becoming an end‐to‐end Big Data and content distribution provider.
He claimed it will enhance Invigor’s existing contextual analysis capability and deliver better customer segmentation and targeting, which will strengthen the Insights Visitor offering and accelerate the delivery of its product roadmap.
“We have identified Condat as a business which will seamlessly slide into our vision of taking Invigor’s existing product offering and moving toward becoming an end‐to‐end solution for our clients who want to source, aggregate and analyse data and publish relevant content as a result.
“We see excellent synergies between our existing Insights Visitor platform, which can identify and profile individuals, and Condat’s offering which provides the ability to manage relevant content across media and Internet distribution being viewed by these people,” he said.
Condat is projecting revenue of about $7 million for 2016, with an operating EBITDA margin expected to exceed 15 per cent. Invigor said, it expects Condat to deliver continuing revenue growth and a strong EBITDA contribution.