Mapping software company has seen its shares pop by a third on Monday after revealing that it had been in takeover talks with US private equity company Thoma Bravo.
The takeover price of $2.10 cash per share values the business at around $1.055 billion and is an 83% premium to Nearmap’s closing price of $1.15 on July 5, the day before the takeover proposal was lodged; and a 39% premium on Friday’s closing price of $1.51.
It’s also a 67% premium to Nearmap’s 6-month volume weighted average price of $1.26. Nearmap (ASX: NEA) last traded above $2 in November 2021.
Nearmap shares jumped 33% today after the bid was announced to the market, before closing up 25% at $1.88 – a market cap of around $755 million.
The takeover bid nonetheless sits at around half the value of the 24-year-old company’s shares at their peak in June 2019.
Thoma Bravo invests in tech and software companies and has more than US$114 billion in assets under management, having acquired 380 businesses worth a combined US$190 billion over the last 20 years.
In its statement to the ASX, Nearmap said Thoma Bravo’s due diligence is now at an advanced stage and encompasses all financial and other valuation-critical due diligence and the company has has granted exclusivity to Thoma Bravo for 7 days commencing from today, as the work through the numbers.
As part of the deal, Nearmap has agreed to pay Thoma Bravo an expense reimbursement fee of up to US$3 million if the deal doesn’t go through or the ASX-listed company agrees to a rival takeover bid within six months.
Nearmap also offered an update on its financial performance to June 30, ahead of announcing its annual results this Wednesday, August 17.
The group’s annual contract value (ACV) is expected to be A$159.9 million at constant currency terms, within its initial FY22 guidance of $150-$160 million and up from $128.2 million in FY21.
Its cash balance expected to be $93.7 million, following utilisation of approximately $20 million of capital raise proceeds during FY22 (excluding litigation) to support the growth of the business (compared to initial guidance of approximately $30 million).