Nomura Research Institute, Ltd., (NRI), a leading provider of consulting services and system solutions is pleased to announce it has entered a definitive agreement to acquire Australian company ASG Group Limited (ASX: ASZ, “ASG”) , a leader in cloud based delivery of IT business solutions in Australia. NRI and ASG have entered into a Scheme Implementation Agreement, under which it is proposed NRI will acquire all of the shares of ASG through a Scheme of Arrangement (“Scheme”) under the Australian Corporations Act.
ASG shareholders will receive cash consideration of A$1.63 per ASG share, valuing ASG’s equity at approximately A$349 million on a fully diluted basis. ASG is a leading IT business solutions provider in Australia, offering IT management and consulting services, business intelligence & big data and analytics and thought leadership. Established in 1996, ASG’s goal is to provide innovative, high quality and cost-effective services to its clients in both the public and private sectors. ASG achieved revenue of A$188.7 million and normalised EBITDA of A$27.3 million in the year ended 30 June 2016.
In recent times, ASG has pioneered a unique ‘New World’ consumption model for the delivery of IT business solutions. As customers move to new technology procurement and deployment practices, ASG provides advice on what technology to use, how to integrate it into core business functions and how to use it to best business effect. NRI expects to establish a significant footprint in Australia immediately by this acquisition, with access to a pre-existing group of blue-chip corporate and government clients, and a platform to grow its existing business into Australia.
In addition, the significant New World IP that has been developed by ASG has the potential to be rolled out across NRI’s global business, especially in Asia region. ASG expects that NRI’s broad consulting capabilities, global footprint will strengthen ASG’s client proposition and allow to properly compete for the largest tier 1 managed services contracts. Working together will optimise both companies’ potential by utilising their respective strengths to deliver the best result for clients. The Scheme requires the approval of Australia’s Foreign Investment Review Board (“FIRB”), ASG shareholders (which is expected to be sought around mid-December 2016) and court approval in Australia. The Scheme cannot proceed without meeting these requirements. Based on current indications, the Scheme is expected to close by the end of December.