6pm Holdings plc - Acquisition of Local IT Companies

On 25 February, 6pm Holdings plc announced that it has entered into an agreement with Compunet Holdings Limited to acquire by a cash transaction all the ordinary ”A” shares of Compunet Operations Limited for €617,000 and all the ordinary “A” shares of Compunet Agencies Ltd for €383,000. The shares represent all the issued share capital of both companies with the exception of one ordinary “B” share. No immovable property forms part of the acquisition. The Directors of 6pm believe that the value of the shares is at least equivalent to the consideration agreed upon.

Compunet has been in operation since 1997 and offers domestic and corporate IT hardware and infrastructure solutions. Moreover throughout the years Compunet has managed to engage with world renowned brands and become their business partner in Malta such as EPSON, Viewsonic, Lenowo and Marantz. The latest financial statements of Compunet as at 31 August 2010 show a profit after tax of €55,000 after adjusting for assets and liabilities which do not form part of the transaction. The two companies to be acquired were incorporated in January 2011 following an internal restructuring process undertaken by Compunet. Following this restructuring, Compunet Operations Limited took over the operations of Compunet whilst Compunet Agencies Limited acquired all the agencies of Compunet. Compunet Operations Limited has a significant market presence in the retail market whilst both companies have a number of important corporate accounts in the iGaming and pharmaceutical industries.

The Directors explained that 6pm is looking to acquire this company in order to:

  • (i)    Enlarge its customer presence in Malta
  • (ii)    Provide a more complete and diversified portfolio of services and products  with the aim of creating a one stop shop.

Should the deal go through, the Board of 6pm have already secured the services of the current Technical Director of Compunet, Mr Brian Zarb Adami, who is considered a key employee.

The acquisition will go through if:

  • i)    shareholders approve the transaction at a duly convened Extraordinary General Meeting
  • ii)    shareholders approve an increase in the Company’s share capital
  • iii)    a rights issue is successfully completed.

Part of the proceeds of the rights issue will be used to fully finance this acquisition. Further details on the said rights issue and extraordinary general meeting will be circulated to shareholders following approval from the Listing Authority.

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