SoftwareOne intends to launch a recommended voluntary offer to acquire all outstanding Crayon shares at a price of 172.50 Norwegian crowns ($15.23) per share, representing a 36% premium to the December 11th closing share price.
A representative from SoftwareOne indicated that there are about 89.6 million shares of Crayon currently outstanding, an increase from a previously stated figure of 88 million.
Daniel von Stockar, chairman of SoftwareOne's board of directors, remarked, "This business combination lays the groundwork for various ownership possibilities, and our immediate focus will be on successfully completing the transaction and ensuring a smooth integration."
He further emphasized that "the strong strategic rationale and significant synergy potential are expected to generate considerable value for our shareholders, including those from Crayon."
In April, von Stockar and two other founding shareholders removed SoftwareOne's board following a power struggle, during which they attempted to delist the company.
As part of the Crayon acquisition, SoftwareOne's share exchange component is valued at 10 Swiss francs per share, representing a 38% premium. The companies noted that SoftwareOne currently owns 1.9% of Crayon's share capital.
The merged entity is projected to achieve total revenues of around 1.6 billion francs ($1.8 billion), with operations in over 70 countries and a workforce of approximately 13,000 employees.
Crayon's board has unanimously recommended that its shareholders accept the offer, as stated in the announcement.
The transaction is expected to accelerate growth and enhance profitability, with anticipated run-rate cost synergies of 80-100 million francs to be realized within 18 months post-completion.
This adds to SoftwareOne's earlier announcement of cost savings exceeding 50 million francs, along with notable revenue synergies.