11/25/2020
We communicate, in compliance with the provisions of Art. 157, §4, of Law 6,404/76 and CVM Instruction 358, the indirect acquisition of all quotas of Fromtis Serviços de Tecnologia Ltda. (“Fromtis”).
About the company
Fromtis is a leading provider of software for FIDCs – multi-segment receivables funds, serving all different participants within the ecosystem such as funds administrators, custodians and managers. During the last 12 months, ending on 30 Oct. 2020, the company presented gross revenues of R$ 9.4 million.
The acquisition of Fromtis fulfills two important strategic goals: (i) reassure our portfolio of products, adding an up to date FIDCs control software designed in accordance with the SaaS concept; and (ii) expand our client base, adding new names among the most relevant in this segment, positioning Sinqia as leading software provider. Therefore, the acquisition creates both cross and up selling opportunities within the combined customer base.
It is worth highlighting the FIDCs segment has grown in recent years – from 2014 until 2019 there was an expansion of 555% in equity, according to data from Anbima – due to the long-term reduction of interest rates and emergence of fintechs that deliver credit products using FIDCs.
About the transaction
The initial acquisition price will be R$ 19.0 million, consisting of (i) a cash installment of R$ 14.0 million paid on this date, and (i) an installment of R$ 5.0 million, to be paid in 5 annual installments of R$ 1.0 million. Therefore, the initial purchase price represents an EV / Sales multiple of 2.0x.
The final purchase price may be increased by R$ 9.0 million divided in 2 additional installments of up to R$ 4.5 million to be paid in 2022 and 2023, subject to the achievement of certain goals.
The signing of the Share Purchase Agreement was authorized by the Company’s Board of Directors, and the hypotheses covered by Article 256 of Law 6,404/76 were not verified.
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