If the software stacks of the two companies can be integrated, this could make for a smooth end-to-end customer experience in which AVEVA provides software to be used at all stages of building infrastructure, from design to control to maintenance and optimisation. From a financial standpoint, this deal looks to benefit AVEVA greatly in the long run. The consideration for the Acquisition will comprise: (i) the payment of $4.4 billion in cash consideration; and (ii) the allotment and issuance by AVEVA of 10.9 million consideration shares in respect of a portion of the consideration payable to Estudillo, subject to certain customary adjustments and payments to reflect that the Acquisition will be made on a cash-free, debt-free basis and on the basis of a normalised level of working capital at Completion. Large shareholders of the education publisher are calling for the resignation of … H1 20 and TTM ended 30 June 2020 figures are shown according to new ASC 606 policies. Many factors could cause actual results to differ materially from those projected or implied in any forward looking statements. AVEVA Buys OSIsoft for $5B. 1. Osisoft's new tradmarks suggest it is investing in R&D and marketing, while expanding into new products or markets. Aveva also expects the acquisition to be earnings accretive in FY22, even before synergies. AVEVA Group plc ("AVEVA" or the "Company"), a global leader in industrial software, announces that it has reached agreement on the terms of an acquisition of OSIsoft (the "Acquisition"), Founded in 1980 by Dr. J. Patrick Kennedy, OSIsoft is a global leader in real-time industrial data software and services. This announcement contains statements about AVEVA that are or may be forward looking statements. OSIsoft's PI System is used by its customers across 14,000 sites in 127 countries and is widely utilised in the process industries such as manufacturing, energy, utilities, pharmaceuticals, and life sciences, as well as within data centre facilities and across the public sector including federal government. Learn More. OSIsoft is headquartered in California, USA, and has approximately 1,400 employees. Schneider Electric has also irrevocably committed to take up (or cause to be taken up) its entitlement to subscribe for shares pursuant to the Rights Issue, pursuant to an equity financing deed between Schneider Electric, AVEVA, J.P. Morgan Securities plc, as the lead arranger of the Facilities Agreement (the "Arranger"), Barclays Bank PLC, BNP Paribas Fortis SA/NV and Numis Securities Limited entered into on 25 August 2020 ("Equity Financing Deed"). 12. AVEVA will be able to accelerate the market adoption and expansion of OSIsoft Cloud Services (OCS) and other cloud-based offerings, which recently entered into an early adopter program and provide OSIsoft's industry leading data management capability in a native cloud environment; Enable AVEVA to broaden and deepen its relationships with both existing and new customers across the highly complementary, global customer bases. Following Completion, and while Dr. J. Patrick Kennedy has a legal or beneficial interest in 3% or more of the share capital of AVEVA (including through Estudillo), each of Dr. J. Patrick Kennedy and Estudillo will consult with AVEVA and its brokers prior to any offer or disposal of Ordinary Shares. All OSIsoft financial information in this announcement is presented in accordance with US GAAP and may be different in the Combined Circular and Prospectus, which will be prepared in accordance with IFRS and AVEVA's accounting policies. AVEVA's industry exposure will also be further diversified with the oil & gas segment's contribution to pro forma revenue expected to decrease from c.40% to c.35%; Create cross selling opportunities across the Americas, EMEA and Asia Pacific, with each region contributing c.41%, c.36% and c.23%, respectively, to the Enlarged Group's pro forma revenue; Support delivery of AVEVA's medium term targets and enhance the Enlarged Group's long-term growth opportunity, with OSIsoft's strong historical growth, recurring revenue and margins closely aligned with AVEVA's own targets, and significant further upside through operational leverage, cost and revenue synergies; Create additional value for Shareholders through the potential for material cross-sell and upsell revenue synergies owing to the high degree of complementarity between the two product portfolios and a significantly larger customer base in expanded geographies and industries; Meaningful cost synergies are expected to be achieved, driven by operational efficiencies through the optimisation of cost structures such as elimination of overlaps, increased utilisation of delivery centres, and integration of corporate and administrative functions; Create material cash tax savings over a 15 year period as a result of intangible assets created by the Acquisition that can be amortised for tax purposes; and. EBITDA: EBIT (Earnings Before Interest and Taxes) Net Profit : Trademark Applications Trademark applications show the products and services that Osisoft is developing and marketing. Completion of the Acquisition is conditional upon satisfaction of certain conditions, including the approval of Shareholders at the General Meeting and the receipt of antitrust and CFIUS approvals. Whilst organic revenue has been down in the first half of 2020 (likely due to its ongoing transition to a subscription-based model and the coronavirus pandemic), it is inevitable that this acquisition will aid its growth, with new investment helping to improve operations and assisting the company to continue dominating a sector with excellent gross margins. The Cambridge-based company, which has an enterprise value of 7.4 billion pounds ($9.6 billion), can’t fund a deal from its current balance sheet, with just 114 million pounds of cash. Together we will be better able to service the largest digital transformation projects in history, including across Industry 4.0+ and IIoT. Schneider can readily participate in the offer of new equity as it has both €5 billion of cash and the headroom to raise more debt of its own. He said that “given AVEVA’s track record in the last couple of years [of transitioning customers to subscriptions], this is an area that we believe we can accelerate and help to create new subscription offerings, particularly using AVEVA Flex.”. synopsis: UK-based AVEVA has reached an agreement to acquire OSIsoft, a pioneer and global leader in real-time industrial operational data software and services. It is listed on the London Stock Exchange and is part of the FTSE 100 Index. The Seller Non-Competition Agreement also contains non-solicitation (in respect of employees and business connections), non-hiring and non-disparagement obligations. On 25 August 2020, AVEVA and Schneider Electric entered into a cooperation agreement recording the steps which AVEVA and Schneider Electric have agreed to take in relation to Completion and certain obligations which each party has agreed in favour of the other relating to the Acquisition (the "Cooperation Agreement"). 75 has been used, which has been derived from data provided by Bloomberg on 24 August 2020. financial information relating to AVEVA has been extracted or derived from the audited results for the twelve months ended 31 March 2020; and. Numis Securities Limited ("Numis"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as joint corporate broker to AVEVA and no one else in connection with the proposed Acquisition or any other matter referred to in this announcement and will not be responsible to anyone other than AVEVA for providing the protections afforded to its clients nor for providing advice in relation to the Acquisition or any other matter referred to in this announcement. Danone. Terms and conditions relating to the use and distribution of this information may apply. The deal looks to accelerate the convergence of industrial software applications with real-time operational data flows. The Schneider Electric and Life Is On trademarks are owned by Schneider Electric and are being licensed to AVEVA by Schneider Electric. Without limitation, any statements preceded or followed by or that include the words "targets", "goals", "should", "would", "could", "continue", "plans", "believes", "expects", "aims", "intends", "will", "may", "anticipates", "estimates", "hopes", "projects" or words or terms of similar substance or the negative thereof, are forward looking statements. Its PI System is the system of record for customers for data, capture, storage, analysis and sharing of real-time industrial sensor-based data across all operations, enabling. Based on assumptions, AVEVA is unlikely to raise more than £1 billion pounds in debt since enterprise software companies can typically sustain debt representing only about double its EBITDA. J.P. Morgan Securities plc, which conducts its UK investment banking activities as J.P. Morgan Cazenove ("JPM") and which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, is acting exclusively as joint corporate broker to AVEVA and no one else in connection with the proposed Acquisition or any other matter referred to in this announcement and will not be responsible to anyone other than AVEVA for providing the protections afforded to its clients nor for providing advice in relation to the Acquisition or any other matter referred to in this announcement. AVEVA’s $5 Billion Acquisition of OSIsoft, "Combining AVEVA and OSIsoft is yet another significant milestone in our journey to achieving the ambitious growth goals that we have set." For further information, please contact. Bloomberg | Quint is a multiplatform, Indian business and financial news company. Therefore, this made offering OSIsoft’s owners stock in the new company less likely than a capital increase, where Schneider could buy new shares. Approximately 88% ($4.4 billion) of the total consideration will be paid in cash, which will be funded by a combination of: c.$3.5 billion from the proceeds of the proposed Rights Issue. This would be down from GBP391.9 in the first half of financial 2020. Schneider Electric has irrevocably agreed to vote (or cause to be voted) its Ordinary Shares, which constitute approximately 60% of the issued and outstanding Ordinary Shares of AVEVA as of the date hereof, in favour of the Resolution approving, among other things, the Acquisition, at the General Meeting, pursuant to a voting and support agreement between Schneider Electric, OSIsoft and the Company entered into on 25 August 2020. AVEVA creates software that enables people to engineer, operate and maintain complex industrial assets safely, efficiently and cost-effectively. HISTORICAL FINANCIAL PERFORMANCE OF OSISOFT. Schneider Electric's obligations shall not apply if there is a governmental order which prohibits the carrying out of the above actions. The Bridge Facilities are not expected to be drawn and will be automatically cancelled upon receipt of the net proceeds of the Rights Issue. AVEVA and OSIsoft will combine to help customers in industrial and essential organizations accelerate their digital transformational strategies by driving greater efficiencies, lower costs, deeper data-driven insights, sustainability and business resilience. 6. customers to connect disparate sources of time-series data in an efficient and cost-effective manner. The seller non-competition agreement ("Seller Non-Competition Agreement") was entered into on 25 August 2020 between AVEVA, OSIsoft and Dr. J. Patrick Kennedy. GVC reported underlying Ebitda of GBP761.1 million for 2019. It is listed on the London Stock Exchange and is part of the FTSE 100 Index. financial information relating to OSIsoft has been extracted or derived from the audited results for the twelve months ended 31 December 2019 and the unaudited results for the six months ended 30 June 2020. Founded in 1980 by Dr. J. Patrick Kennedy, OSIsoft is a global leader in real-time industrial data software and services. EBITDA Post-Val Status Debt; This information is available in the PitchBook Platform. AVEVA GROUP PLC : Forcasts, revenue, earnings, analysts expectations, ratios for AVEVA GROUP PLC Stock | AVV | GB00BBG9VN75 efficiencies, lower costs, deeper data-driven insights, sustainability and business resilience. All statements other than statements of historical facts included in this announcement may be forward looking statements. … Combined pro forma financial information is based on twelve months ended 31 March 2020 for AVEVA and twelve months ended 30 June 2020 for OSIsoft. 4. AVEVA and OSIsoft have a, significant shared customer base, which provides synergies in multiple industries, enabling product integration and customer value. Close cookies popup investors.aveva.com uses cookies. The consideration for the Acquisition will comprise: (i) the payment of $4.4 billion in cash consideration; and (ii) the allotment and issuance by AVEVA of 10.9 million consideration shares in respect of a portion of the consideration payable to Estudillo, subject to certain customary adjustments and payments to reflect that the Acquisition will be made on a cash-free, debt-free basis and on the basis of a normalised level of working capital at Completion. This announcement is for informational purposes only and is not an offer of securities for sale in any jurisdiction where to do so would be unlawful. AVEVA Group plc (OTCPK:AVEVF) Proposed Acquisition of OSIsoft LLC Conference Call August 25, 2020 03:30 AM ET Company Participants Craig Hayman - Chief Executive Officer James Kidd - … OSIsoft founder and CEO Dr. J. Patrick Kennedy added, “Joining forces with AVEVA enhances and extends our ability to deliver on our key commitments to our customers, partners and employees. AVEVA's industrial software is a key element of Schneider Electric's IoT-enabled architecture, EcoStruxure which will be further enhanced by OSIsoft's PI System and its support for … AVEVA, the industrial software company, announced on August 25, 2020, its intention to acquire OSIsoft from Dr. J. Patrick Kennedy and OSIsoft investors, including SoftBank, for $5 billion. CAGR is defined as a compound annual growth rate. In the period from 2016 to 2019, OSIsoft delivered a revenue CAGR of 9.7% and an Adjusted EBIT CAGR of 18.5%. With digitalization to help fund the rest of the global Fortune Top 10 companies! 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