Altus Group Enters Into Agreement for the Purchase of Finance Active
TORONTO, March 09, 2021 (GLOBE NEWSWIRE) — Altus Group Limited (TSX: AIF) (the “Company” or “Altus Group”), a leading provider of software, data solutions and independent advisory services to the global commercial real estate (“CRE”) industry, is pleased to announce that it has signed an agreement (the “Agreement”) regarding the proposed purchase of Finance Active SAS (“Finance Active”), a leading provider of debt management SaaS solutions for CRE treasury and investment management. The Company previously announced on February 24, 2021 that it was in exclusive negotiations to acquire Finance Active.
Pursuant to the Agreement, Altus Group has made a firm and binding offer to acquire 100% of Finance Active for a proposed purchase price of €100million (on a debt free, cash free basis, and subject to adjustments), to be paid primarily in cash. The ultimate shareholders of Finance Active may accept the offer and put their shares to Altus Group for purchase subject to completion of the Works Council Process (defined below).Founded in 2000, Finance Active is a leading European provider of SaaS debt and financial risk management solutions for CRE treasury and investment management. The company is headquartered in Paris, France and serves over 3,000 customers across Europe, including public entities, corporations and financial institutions. In 2020, Finance Active generated gross revenue of approximately €25million. If the acquisition is completed, Finance Active’s team would join the Company’s Altus Analytics business.Additional DetailsThe cash portion of the purchase price will be funded primarily by drawing down on the Company’s credit facility.Pursuant to the requirements of French Law and as documented in the Agreement, Finance Active must undertake an information and consultation process with its Works Council (“Works Council Process”) prior to the ultimate shareholders of Finance Active accepting the offer and signing the definitive share purchase agreement. Under the terms of the Agreement, the vendors have agreed to exclusivity covenants in favour of Altus Group extending to December 31, 2021.The definitive share purchase agreement will contain other conditions that must be satisfied before the transaction is completed, including approval of the Toronto Stock Exchange. It is anticipated that, if completed, the transaction will close in the second quarter.About Altus Group LimitedAltus Group Limited is a leading provider of software, data solutions and independent advisory services to the global commercial real estate industry. Our businesses, Altus Analytics and Altus Commercial Real Estate Consulting, reflect decades of experience, a range of expertise, and technology-enabled capabilities. Our solutions empower clients to analyze, gain insight and recognize value on their real estate investments. Headquartered in Canada, we have approximately 2,200 employees around the world, with operations in North America, Europe and Asia Pacific. Our clients include many of the world’s largest commercial real estate industry participants. Altus Group pays a quarterly dividend of $0.15 per share and our shares are traded on the Toronto Stock Exchange under the symbol AIF.For more information on Altus Group, please visit: www.altusgroup.comForward-Looking InformationCertain information in this press release may constitute “forward-looking information” within the meaning of applicable securities legislation. All information contained in this press release, other than statements of current and historical fact, is forward-looking information. Forward-looking information includes, but is not limited to, Altus Group’s beliefs and expectations regarding the proposed acquisition of Finance Active and the operational and financial prospects and other expectations related thereto, benefits that would be afforded to customers, benefits that are expected to be obtained as a result of the proposed transaction and the Company’s ability to enhance shareholder value through, among other things, the acceleration of Altus Group’s expansion and speed-to-market into CRE debt, the enhancement of Altus Group’s global CRE asset and investment management capabilities, the growth of the Company’s geographic footprint in Europe, the enhancement of the Company’s Altus Analytics’ recurring revenue base as well as the provision of cross-sell synergies with the Company’s valuation management, data analytics and ARGUS software solutions. Generally, forward-looking information can be identified by use of words such as “may”, “will”, “expect”, “believe”, “plan”, “would”, “could” and other similar terminology. All of the forward-looking information in this press release is qualified by this cautionary statement.Forward-looking information is not, and cannot be, a guarantee of future results or events. Forward-looking information is based on, among other things, opinions, assumptions, estimates and analyses that, while considered reasonable by Altus Group at the date the forward-looking information is provided, inherently are subject to significant risks, uncertainties, contingencies and other factors that may cause actual results, performance or achievements, industry results or events to be materially different from those expressed or implied by the forward-looking information. The material factors or assumptions that were identified and were applied by Altus Group in drawing conclusions or making forecasts or projections set out in the forward-looking information include, but are not limited to: to the total addressable market for the Company’s Altus Analytics business, as well as Altus Group’s business and operating initiatives; its expectations of future performance for its various business units, the successful execution of Altus Group’s business strategies (including the success of its initiatives related to Finance Active); consistent and stable economic conditions or conditions in the financial markets; consistent and stable legislation in the various countries in which Altus Group operates; no disruptive changes in the technology environment; the opportunity to acquire accretive businesses; the successful integration of Altus Group’s businesses; and the continued availability of qualified professionals. Forward-looking information is also subject to a number of risks, including but not limited to: the completion of the Works Council Process; the effect of any additional regulatory conditions, if any, imposed by regulatory authorities; the reaction of Altus Group and Finance Active’s customers, employees and suppliers to the proposed transaction; the ability to promptly and effectively integrate the business and management of Finance Active with Altus Group; the diversion of management time on transaction-related issues. Please consult Altus Group’s most recent regulatory filings on SEDAR for more information on the Company’s forward-looking statements and for additional risks relating to the Company.Given these risks, uncertainties and other factors, investors should not place undue reliance on forward-looking information as a prediction of actual results. The forward-looking information reflects management’s current expectations and beliefs regarding future events and operating performance and is based on information currently available to management. Although Altus Group has attempted to identify important factors that could cause actual results to differ materially from the forward-looking information contained herein, there are other factors that could cause results not to be as anticipated, estimated or intended. The forward-looking information contained herein is current as of the date of this press release and, except as required under applicable law, Altus Group does not undertake to update or revise it to reflect new events or circumstances. Additionally, Altus Group undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Altus Group, its financial or operating results, or its securities.FOR FURTHER INFORMATION PLEASE CONTACT:Altus Group LimitedCamilla Bartosiewicz
Vice President, Investor Relations
[email protected]Elizabeth Lambe
Senior Manager, Global Communications