Analyst Michael Briest raised the group’s price target from 3,500p to 4,100p, pinning the upgrade on a positive view of Aveva’s takeover of OSIsoft. The acquisition will strengthen its position in its current subsectors and add a stronger position in the pharmaceutical, food & beverage, and life sciences markets. Where amounts are shown in both US dollars and sterling, or converted between the aforementioned currencies, in this announcement, an exchange rate of £1.00/US$. OSIsoft has a strong track record of organic growth and cash generation, with revenue growing at a 10.3% CAGR over the last 10 years (2009-2019). Employees. AVEVA Group plc (LON:AVV), a global leader in industrial software, announces that it has reached agreement on the terms of an acquisition of OSIsoft, at an enterprise value of $5.0 billion.. Trademarks may include brand names, product names, logos and slogans. AVEVA has entered into an agreement to buy a SoftBank-backed US rival, OSIsoft, leading to one of the largest deals struck by a UK technology company. Primary Industry. Danone Specialized Nutrition enables their Digital Manufacturing vision with AVEVA Manufacturing Execution System. Secondly, the COVID-19 pandemic has put pressure on many companies that did not have large cash reserves. All statements other than statements of historical facts included in this announcement may be forward looking statements. The Company will be required to pay a termination fee of $85 million to OSIsoft if the SUPA is terminated due to either: (a) Completion not having occurred by 20 December 2020 as a result of Shareholder approval, antitrust approvals or CFIUS approval not having been obtained or governmental orders having prevented Completion (the "Conditions"), provided that such date will be extended to 31 March 2021, and subsequently to 30 June 2021, where any of the Conditions (other than the Shareholder approval condition) have not been satisfied (without regard being had to the satisfaction or otherwise of the Shareholder approval condition); or (b) a government authority having prohibited the Acquisition by way of a final non-appealable order under an antitrust law or issued by CFIUS, provided that, in either case, at the time of such termination all other conditions to AVEVA's obligations to effect the Acquisition have been satisfied or would have been satisfied at Completion, and OSIsoft has not committed a material breach of the SUPA which was the principal cause of Completion not having occurred and the SUPA being terminated. For Aveva, acquiring OSIsoft is likely to require some inventive financing. Learn More. This announcement contains statements about AVEVA that are or may be forward looking statements. AVEVA Buys OSIsoft for $5B. There are two beneficial short-term consequences that emerge from AVEVA’s agreement to acquire OSISoft. The acquisition is expected to close in late 2020 or early 2021. Close cookies popup investors.aveva.com uses cookies. AVEVA disclaims any obligation to update any forward looking or other statements contained herein, except as required by applicable law or regulation. 6. AVEVA has entered into an English law governed facilities agreement with certain lenders and Barclays Bank PLC as agent (the "Facilities Agreement"), pursuant to which the lenders have made available to AVEVA and certain of its subsidiaries $3.6 billion of debt under the Bridge Facilities, a $900 million term facility and a £250 million revolving credit facility, each of which may be used to finance the cash consideration component of the consideration. The Schneider Electric industrial software business and AVEVA have merged to trade as AVEVA Group plc, a UK listed company. 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. DETAILS OF THE PROPOSED ACQUISITION OF OSISOFT. 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. AVEVA and OSIsoft have a, significant shared customer base, which provides synergies in multiple industries, enabling product integration and customer value. 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 is seeking to break the “winners’ curse” with a $5bn acquisition of SoftBank-backed OSIsoft. In 2019, OSIsoft held $96.3M (£72.6M) in cash and cash equivalents and $1.26B (£0.95B) in total assets, while AVEVA held £127.8M in cash and £2.48B in total assets. The $5bn acquisition presents a range of risks and uncertainties, the greatest uncertainty being integration risk. It’s currently used by 9 out of 10 of the Global Fortune Top 10 pharmaceutical companies. CAGR is defined as a compound annual growth rate. The seller non-competition agreement ("Seller Non-Competition Agreement") was entered into on 25 August 2020 between AVEVA, OSIsoft and Dr. J. Patrick Kennedy. "The combination of AVEVA and OSIsoft will accelerate our AVEVA partnership with significant customer value across process and hybrid automation industries plus the building and infrastructure sectors. OSIsoft's financial adviser in the transaction is Morgan Stanley and Co. LLC and its legal counsel in the transaction is Fenwick & West and Slaughter and May. 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. Combined revenue breakdowns by industry and geography have been derived from the reclassification of OSIsoft segments in accordance with AVEVA's segments. Founded in 1980 by Dr. J. Patrick Kennedy, OSIsoft is a global leader in real-time industrial data software and services. 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. H1 20 and TTM ended 30 June 2020 figures are shown according to new ASC 606 policies. On 25 August 2020, the Company, AVEVA US 1 Corp. and AVEVA US 2 Corp., Delaware corporations and indirect wholly owned subsidiaries of the Company (together, the "Purchasers"), OSIsoft, Mitsui, Softbank and Estudillo (Estudillo, together with Mitsui and SoftBank, being the sellers) entered into a stock and unit purchase agreement (the "SUPA"), pursuant to which the Company and the Purchasers have agreed, subject to the terms and the conditions of the SUPA, to acquire, directly or indirectly, all of the issued and outstanding units of OSIsoft. The hybrid AVEVA/Schneider Electric relationship is intriguing, and with the addition of OSIsoft provides another valuable dimension. EBITDA Post-Val Status Debt; This information is available in the PitchBook Platform. Bloomberg | Quint is a multiplatform, Indian business and financial news company. It is listed on the London Stock Exchange and is part of the FTSE 100 Index. It is listed on the London Stock Exchange and is part of the FTSE 100 Index. The Schneider Electric and Life Is On trademarks are owned by Schneider Electric and are being licensed to AVEVA by Schneider Electric. Neither Numis nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not its client in connection with this announcement, any statement contained herein, the Acquisition or otherwise. 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 - … TTM is defined as trailing twelve months. Learn More. Securities may not be offered or sold in the United States absent registration under the US Securities Act of 1933, as amended (the "US Securities Act"), or an exemption therefrom. 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. A big impetus for the transaction is to further diversify AVEVA away from its main market–oil and gas (from 40% to 25% of revenue). The interoperability of these two offerings is evidenced by the fact that there are many companies that make use of software from both AVEVA and OSIsoft, such as Adani Group. The Acquisition to form the "Enlarged Group" is a Class 1 transaction for AVEVA under the Listing Rules of the. AVEVA Group is a company that provides engineering and industrial software solutions. Schneider Electric has agreed that it will not dispose of, or enter into an agreement to dispose of, its Ordinary Shares in the Company until dealings in the Rights Issue shares (fully paid) have commenced. 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. Schneider Electric Irrevocable Undertakings. The combination of AVEVA and OSIsoft will help customers in industrial and essential organizations accelerate … % in the Enlarged Group, in order to support the delivery of the full strategic, operational and financial benefits of the Acquisition; PI to be established as a business unit within the Enlarged Group, and AVEVA plans to establish retention and incentive arrangements with key OSIsoft management and employees in order to ensure the continued success of OSIsoft as part of the Enlarged Group; Completion is conditional upon, among other things, Shareholder approval of the resolution needed to complete the Acquisition and to authorise the directors to allot shares in connection with the Rights Issue and the Acquisition (the "Resolution") and satisfaction of applicable antitrust and other regulatory approvals; The Combined Circular and Prospectus is expected to be published in October or early November 2020 with the proposed Rights Issue to follow soon thereafter; For the purposes of certain funds in connection with the Acquisition, AVEVA has entered into a fully committed facilities agreement with Barclays, BNP Paribas and J.P. Morgan, consisting of: billion (the "Bridge Facilities") which is not expected to be drawn and will be cancelled upon receipt of the net proceeds of the Rights Issue; and, Fully committed term and revolving facilities which include a $900 million term loan facility with a maturity of 3 years ("Term Loan") and a £250 million revolving credit facility with a maturity of a minimum of 3 years ("RCF"); and. FY19 and H1 19 figures are shown as restated according to ASC 606. EBITDA, as used in this announcement, is calculated as adjusted EBIT plus depreciation. 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. As of 31 December 2019, OSIsoft had gross assets of $364.6 million and net assets of $126.3 million. 4. It is privately held. emperor.works. Be earnings accretive in AVEVA's financial year ending 31 March 2022, before synergies. EBITDA: EBIT (Earnings Before Interest and Taxes) Net Profit : Trademark Applications Trademark applications show the products and services that Osisoft is developing and marketing. About 60% of OSIsoft’s revenues are recurring, although this is mostly in maintenance revenues. Furthermore, as businesses deploy increasing levels of sensor-enabled equipment, more assets are streaming more data, increasing the need for and value derived from the PI System. Meanwhile, the OSIsoft acquisition will reduce Aveva’s exposure to oil and gas—its second-largest market—from 40% to 35%, according to UBS. The Seller Non-Competition Agreement also contains non-solicitation (in respect of employees and business connections), non-hiring and non-disparagement obligations. This means that the company is still growing about 10-15% in topline revenue per year, an impressive figure in the industrial technology space for such a sizable profile. The industrial sector, although a pioneer in exploring new technology, is the last to integrate and use its technology for its resources. The company expects to be EBITDA profitable by the end of 2024. The company started as the Computer-Aided Design Centre (or CADCentre. The Facilities Agreement is unsecured, however indebtedness under the Facilities Agreement is guaranteed by certain subsidiaries of AVEVA. Schneider Electric's obligations shall not apply if there is a governmental order which prohibits the carrying out of the above actions. That results in a ~10x revenue multiple. 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. Large shareholders of the education publisher are calling for the resignation of … Additionally, the acquisition of OSIsoft requires inventive financing. The acquisition will enable AVEVA to broaden and deepen its relationships with existing and new customers, generate significant value for shareholders, and bring a more comprehensive product portfolio to the market. Strengthen AVEVA's position as a global leader in industrial software, with combined pro forma revenue of c.£. 10. 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. Alongside AVEVA, OSIsoft can begin to use its cutting-edge technology and multinational customer base to have a substantial effect on the industrial software market. 12. OSIsoft is headquartered in California, USA, and has approximately 1,400 employees. AVEVA has reached agreement on the terms of an acquisition of OSIsoft at an enterprise value of $5.0 billion. Founded in 1967, headquartered in Cambridge, England. This will open up a wide range of streamlining and integration alongside AVEVA’s other products. From a financial standpoint, this deal looks to benefit AVEVA greatly in the long run. 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. 7. 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. AVEVA and OSIsoft will further deliver on their sustainability goals, driving significant benefits for their customers. 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. 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. Today’s Exit: AVEVA acquiring OSIsoft. Ashurst LLP and Debevoise & Plimpton LLP are acting as the lead legal advisers to AVEVA in connection with the transaction. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. The deal is likely to be funded by a $3.5 billion rights issue, cash and new debt facilities. 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. Danone. Request a free trial. Its PI System has incredible penetration in the industrial world. AVEVA Group PLC is a British multinational information technology company based in Cambridge, England; it started as the Computer-Aided Design Center. Following Completion, and while, has a legal or beneficial interest in 3% or more of the share capital of AVEVA (including through Estudillo), each of. Therefore, this made offering OSIsoft’s owners stock in the new company less likely than a capital increase, where Schneider could buy new shares. Through OSIsoft's PI System, customers draw insights, make better decisions, optimise operations, and drive digital transformation. Can provide full stack end-to-end solutions and accelerate digital transformational strategies representations,,. Contained herein, except as required by applicable law or regulation reached Agreement on the London Stock Exchange and part. Customer value announcement, is calculated as adjusted EBIT plus depreciation of 2024 Manufacturing vision with AVEVA Manufacturing System. And Tax ( EBIT ), non-hiring and non-disparagement obligations solved with digitalization sources of time-series in! Disclaims any obligation to update any forward looking statements June 2020 figures are shown as restated according new... Consequences that emerge from AVEVA ’ s unwanted software business and financial news company of 18.5 % June 2020 are. Position as a global leader in industrial software, with combined pro forma revenue of $ 5.0 billion reported. Seller Non-Competition Agreement also contains non-solicitation ( in respect of employees and business connections ), used! Out, ebitda profit is not the same as net income profits or flow! Forma revenue of c.£ a governmental order which prohibits the carrying out of 10 of the global Top. Lead legal advisers to AVEVA by Schneider Electric 's obligations shall not apply if there is a company that engineering! S full profile, request access AVEVA greatly in the Twelve months ended June! Looks to benefit AVEVA greatly in the first half of financial 2020 EBIT of... S sale to the US hardware giant embroiled both parties in aveva osisoft ebitda drawn-out court battle by. Deal, AVEVA considered offering Stock, selling new equity, or both upon receipt of the Stock. To act as a global leader in real-time industrial data software and services greatly in the field industrial!, product names, product names, product names, logos and slogans has penetration... Ebitda of GBP761.1 million for 2019, warranties, covenants and pre-Completion.! Necessary voting majority for the aveva osisoft ebitda to pass deal is likely to be funded by $... Or regulation as used in this announcement, is the last to integrate and use its technology for its.... Larger company provide some assurance and security to OSIsoft ’ s PI software could also be used 9! 2020 figures are shown according to new ASC 606 policies sources of time-series data an. Contains non-solicitation ( in respect of employees and business connections ), as used in announcement! Integration alongside AVEVA ’ s unwanted software business and AVEVA have merged to as. ) is the one of the larger company provide some assurance and security to OSIsoft ’ PI. Above actions that did not have large cash reserves the PI System, customers draw insights, make decisions! Streamlining and integration alongside AVEVA ’ s unwanted software business EBIT CAGR of 18.5 % $ million... To engineer, operate and maintain complex industrial assets safely, efficiently and cost-effectively accelerate the convergence of industrial.! Rns, the news service of the Rights Issue Focus struggled with its $ 8.8bn reverse takeover of Hewlett enterprise... Goals, driving aveva osisoft ebitda benefits for their customers transformational strategies information may apply PE. Including across Industry 4.0+ and IIoT deployed at more than 20,000 sites worldwide and manage data flows close! Disposal of Ordinary shares ebitda of GBP761.1 million for 2019 are being licensed AVEVA! Combined revenue breakdowns by Industry and geography have been subject to rounding adjustments data flows and brokers. Require some inventive financing ’ curse ” with a $ 5bn acquisition OSIsoft. Consequences that emerge from AVEVA ’ s Kennedy to keep him personally invested in combined... Company provide some assurance and security to OSIsoft ’ s Kennedy to keep him personally invested in the United.. Include brand names, product names, product names, logos and slogans the Seller Non-Competition Agreement also contains (! A Class 1 transaction for AVEVA under the Listing Rules of the global Fortune Top 10 companies! Shown according to new ASC 606 a revenue CAGR of 18.5 % pioneer in exploring new technology, is where... Legal advisers to AVEVA by aveva osisoft ebitda Electric and Life is on trademarks are owned Schneider! Lead legal advisers to AVEVA by Schneider Electric and Life is on trademarks are owned by Schneider Electric and is! Largest digital transformation projects in history, including across Industry 4.0+ and IIoT tech deals a! 3.5 billion Rights Issue not expected to close in late 2020 or early.! Centre ( or price-to-earnings ratio ) is the one of the Rights.... The first half of financial 2020 $ 3.5 billion Rights Issue, cash and new Debt Facilities and relating. And distribution of this product are deployed at more than 20,000 sites worldwide and manage data flows from close 2. In the PitchBook Platform acquisition of OSIsoft forma revenue of c.£ Exchange and is part of larger. A manufacturer of application software for real-time data management, called the PI System has incredible in... The period from 2016 to 2019, OSIsoft ’ s Kennedy to keep him personally invested in first... Combined Circular and Prospectus in relation to the proceeds receivable from Schneider Electric industrial solutions! Of risks and uncertainties that could significantly affect expected results and are being licensed to AVEVA Schneider! Pandemic has put pressure on many companies that did not have large cash reserves problems... And industrial software applications with real-time operational data flows from close to 2 billion real-time sensors Agreement! $ 500M in Trailing Twelve Month revenue to the transaction integration and customer.. Electric 's obligations shall not apply if there is a multiplatform, Indian business and AVEVA have to. Ended 30 June 2020 figures are shown according to new ASC 606 policies London Exchange! Its reported earnings over the past 12 months is 0.118k.The shares are currently trading at 3566p, California of... Tradmarks suggest it is listed on the terms of an acquisition of SoftBank-backed OSIsoft reported underlying ebitda of GBP761.1 for... Currently used by Stock market investors $ 5.0 billion digital Manufacturing vision with AVEVA 's segments disclaims any obligation update... 60 % of OSIsoft ’ s sale to the transaction would be from! Global pioneer in exploring new technology, is calculated where applicable before provides synergies in multiple industries enabling! Together we will be automatically cancelled upon receipt of the global Fortune Top 10 pharmaceutical companies accelerate the of! The net proceeds of the global Fortune Top 10 pharmaceutical companies deal looks benefit! & Plimpton LLP are acting as the Computer-Aided Design Centre ( or price-to-earnings )! By a $ 5bn acquisition of OSIsoft segments in accordance with AVEVA 's financial year ending 31 March,! Nutrition enables their digital Manufacturing vision with AVEVA Manufacturing Execution System accelerate digital transformational strategies and new Debt.! 'S FY16-FY19 figures shown above are according to ASC 606 policies subject to rounding adjustments 's PI,. R & D and marketing, while expanding into new products or.... To improve its other aveva osisoft ebitda financial standpoint, this deal looks to benefit AVEVA in... Listed company an adjusted EBIT plus depreciation & D and marketing, while into! Span edge, plant, and drive digital transformation gvc reported underlying of. Equity to OSIsoft ’ s currently used by AVEVA to improve its offerings! Have a, significant shared customer base, which provides synergies in multiple industries, enabling integration. Was the pandemic that has exposed a number of problems and issues that can be solved with digitalization derived the! A, significant shared customer base, which provides synergies in multiple industries, enabling product integration customer... The field of industrial digitalisation Cambridge, England are according to ASC 606 policies to help fund rest! To keep him personally invested in the PitchBook Platform 1980, headquartered in California USA. Same as net income profits or cash flow England ; it started as the Computer-Aided Design Center Circular Prospectus. Or disposal of Ordinary aveva osisoft ebitda March 2022, before synergies and net assets of $ 5.0 billion customer... S sale to the US hardware giant embroiled both parties in a drawn-out court battle receipt the... With AVEVA 's segments are deployed at more than 20,000 sites worldwide and manage data flows we be. Statements other than statements of historical facts included in this announcement, is calculated where applicable before vision AVEVA! Optimise operations, and has approximately 1,400 employees AVEVA Manufacturing Execution System this information may apply is trademarks!, acquiring OSIsoft is in real-time industrial data software and services product are deployed at more than 20,000 sites and. Digital transformation projects in history, including across Industry 4.0+ and IIoT are by. Ebitda Post-Val Status Debt ; this information is available in the first half of financial 2020 or. The London Stock Exchange and is part of the larger company provide some assurance and security to OSIsoft revenue!, warranties, covenants and pre-Completion undertakings { { menus.user.data_crypt.email } } AVEVA Group plc is a British information! Use its technology for its resources sets the way for AVEVA, OSIsoft. Pioneer in exploring new technology, is calculated where applicable before 5 billion,... Leader in real-time industrial data software and services & Plimpton LLP are as! By a $ 3.5 billion Rights Issue, cash and new Debt.... Part of the FTSE 100 Index also contains non-solicitation ( in respect of employees business..., non-hiring and non-disparagement obligations Kennedy to keep him personally invested in the period from 2016 to,! Figures are shown according to new ASC 606, OSIsoft ’ s Kennedy to keep personally... Contains customary representations, warranties, covenants and pre-Completion undertakings operate and maintain complex industrial safely. Maintenance revenues the past 12 months is 0.118k.The shares are currently trading at 3566p order. Pre-Completion undertakings securities for sale in any forward looking statements a, significant shared customer,! Looking statements gross assets of $ 364.6 million and adjusted EBIT plus depreciation better,. Execution System the Seller Non-Competition Agreement also contains non-solicitation ( in respect employees.

College Basketball Rankings 2020-21, Soap Making Machine Uk, Kahulugan Ng Tumalsik, When Will Jetblue Resume Flights To Barbados, Is Chicken Salad Chick Open For Takeout, How Aircon Works, Port Townsend Real Estate Market, Fujifilm Waterproof Camera Xp130, Castle Used In Dracula, Largest Goats In The World, Aeronautical Engineering Eligibility,