FD (AIM:FDP.L, ESM:FDP.I) announces that it has reached agreement with the minority shareholders of KX Systems, Inc. (“Kx Systems”), a subsidiary of the Group, regarding the acquisition by FD of their entire remaining shareholding (the ‘Transaction’). Upon completion of the Transaction, which is expected to take place on or before 29 June 2019, FD will own 100% of the issued share capital of KX Systems.
Terms of the Transaction
FD has agreed to acquire the remaining 600,022 KX Systems shares that it doesn’t already own from the minority shareholders, namely Arthur Whitney and Janet Lustgarten, who are co-founders and current directors of KX Systems, and their associated persons. The aggregate consideration is $53.8m in cash, to be financed from FD’s available facilities. The terms of the transaction are in line with those agreed between FD and the minority shareholders in October 2014, and include a payment of $12.0m in lieu of anticipated dividends to the minority shareholders for the period up to 31 October 2021.
Brian Conlon, Chief Executive Officer of FD, commented: “Since we acquired a controlling interest in KX Systems in October 2014 we have invested heavily across our business to target multiple new industries. The agreement to acquire 100% of KX Systems provides certainty for the Group and its shareholders as we seek to realise the considerable potential we see for further growth.”
|First Derivatives plc
Brian Conlon, Chief Executive Officer
+44(0)28 3025 2242
|Investec Bank plc
(Nominated Adviser and Broker)
+44 (0)20 7597 5970
|Goodbody (ESM Adviser and Broker)
+353 (0)1 667 0420
|+44 (0)20 3727 1000|
FD is a global technology provider with 20 years of experience working with some of the world’s largest finance, technology, retail, pharma, manufacturing and energy institutions. The Group’s KX technology, incorporating the kdb+ time-series database, is a leader in high-performance, in-memory computing, streaming analytics and operational intelligence. KX delivers the best possible performance and flexibility for high-volume, data-intensive analytics and applications across multiple industries. FD operates from 14 offices across Europe, North America and Asia Pacific, including its headquarters in Newry, and employs more than 2,300 people worldwide.