June 2022
Tungsten Network
Canaccord Genuity acts as Financial Adviser, Nominated Adviser and Broker to Tungsten Corporation plc on its c.£70.6m takeover by Kofax Inc.
Canaccord Genuity is pleased to announce it has acted as sole Financial Adviser, Nominated Adviser and Broker to Tungsten Corporation plc (the “Company” or “Tungsten”) on its c.£70.6 million takeover by Kofax Inc. (“Kofax”).
Tungsten is one of the world’s largest compliant business transaction networks. A leading global electronic invoicing and purchase order transactions network, Tungsten’s mission is centred on enabling a touchless invoice process allowing businesses around the globe to gain maximum value from their invoice process.
Tungsten processes invoices for 60 per cent. of the FTSE 100 and 68 per cent. of the Fortune 500 constituents. It enables suppliers to submit tax compliant e-invoices in 54 countries, and last year processed transactions worth over £220 billion. Founded in 2000 and headquartered in London, Tungsten has offices in the U.S., Bulgaria and Malaysia, employing over 227 people.
Canaccord Genuity advised the Company and helped successfully execute a competitive UK public sale process where our client was subject to two announced bids plus other un-named interest. As background to the transaction, on 14 Dec 2021, the Company went into an offer period after announcing that it was in discussions with Kofax regarding a possible cash offer at a price of 40 pence per share. Since then, Canaccord Genuity helped the Company to facilitate further interest and conduct due diligence with other interested parties. On 24 March 2022, the boards of Tungsten and Kofax announced that they had reached agreement on the terms of a recommended cash acquisition pursuant to which Kofax proposed to acquire Tungsten at a price of 42 pence per share. On 9 May 2022, one of the other interested parties, Pagero Group AB (“Pagero”), in conjunction with Tungsten announced that they had agreed the terms of a recommended all cash offer to be made by Pagero to acquire Tungsten at a price of 48 pence per share. On 20 May 2022, Kofax and Tungsten announced that they had reached agreement on the terms and conditions of a recommended increased all cash offer to be made by Kofax at a price of 55 pence per share, valuing Tungsten at approximately £70.6 million on a fully diluted basis. Over several weeks the offer price increased from 40 pence to 55 pence per share.
The all-cash offer at a price of 55 pence represents a premium of approximately of 89.7 per cent. to the closing price of 29.0 pence per Tungsten Share on 13 December 2021 (being the last Business Day before the commencement of the Offer Period), 111.5 per cent. to the 1-month VWAP, 105.2 per cent. to the 3-month VWAP and 82.1 per cent. to the 6-month VWAP.
“We’ve had a longstanding relationship with Canaccord Genuity since our IPO in 2013. It has been a pleasure to work with the CG team on this transaction. CG was able to create competitive tension in the process which was reflected in the significant premium we have been able to secure. Great job."
Tony Bromovsky, Chairman of Tungsten
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