Systems Limited and its wholly-owned subsidiary in Singapore, Systems Internal IT Pte Ltd, will enter into a share purchase agreement to acquire 100% shares of National Data Consultant (Pvt.) Limited (NdcTech), a digital banking implementation service provider.
As per the resolution passed by Systems Limited, one of the country’s leading software houses, at its Board of Directors (BoD) meeting, “the company is authorized to enter into a shares purchase agreement substantially as per draft shared with and reviewed by the Board, with the existing shareholders of NdcTech (comprising of National Data Consultant (Pvt.) Limited; NDCTECH APAC Pte. Limited, Singapore and National Data Consultancy FZC) for the acquisition of 100% shares of NdcTech for a consideration of $10 million plus Rs5,075,000,000 payable by the company partially in cash (Rs346 million) and partially in kind by way of issuance of 11,822,500 new shares of the company to the sellers of NdcTech @ Rs400 per share of the company.”
Systems Limited eyes acquisition of NdcTech
The agreement is subject to all necessary shareholder and regulatory approvals.
Furthermore, the CEO of Systems Limited is authorized to finalize the terms and conditions for the shares purchase agreement and execute the same for and on behalf of the company and take all actions and steps for implementing the terms of the agreement.
Earlier this month, Systems Limited in a notice to the Pakistan Stock Exchange (PSX) informed that it intends to acquire NdcTech.
The company said then that it has entered into a term sheet with the sponsor shareholders of NdcTech for the acquisition of 100% of the issued and paid-up share capital of NdcTech.
“The management of both parties will now start discussions to finalise terms for the acquisition, the share purchase agreement, and other transaction-related documents. Upon finalization, terms and conditions shall be presented to the Board of Directors for their final consideration and approval” added the notice.
As per the latest financials posted to the bourse for the three-month period ended March 31, 2022, Systems Limited nearly doubled its consolidated bottom line to Rs1.2 billion.
This expansion was due, in large part, to the massive 75% year-on-year surge in the group topline.