The Board of Directors of consultancy firm Logica plc (LSE:LOG), announced today, it intends to “unanimously” recommend to its shareholders the cash offer made by CGI Inc. to acquire the company for £1.7 billion, putting the company at the top of the trading board on the London Stock Exchange in early morning trading.
Acquisition Offer Details
The offer of 105p per share, which represents a premium of 59.8% of Logica’s share price yesterday, was considered by the company’s Board to be “fair and reasonable” after having reached an agreement with CGI Inc., a Canada-based independent information technology and business process services provider.
In the statement released to the market, each Logica Director “has irrevocably undertaken to do in respect of Logica Shares he/she beneficially owns, being in aggregate a total of 2,563,207 Logica Shares, representing approximately 0.16 per cent. of the ordinary share capital of Logica in issue on 30 May 2012.”
CGI Holdings Europe Limited, CGI’s wholly-owned subsidiary to legally purchase Logica, has also received irrevocable undertakings from Logica’s institutional investors Schroders and Artemis, representing 18.03% of Logica’s total issued shares.
The acquisition will be in cash and will be implemented by way of a Court-sanctioned scheme of arrangement.
Chairman and CEO Comments
Michael Roach, President and Chief Executive Officer of CGI Inc., commenting on the acquisition, said:
“This announcement is consistent with our profitable growth strategy and with our belief that global consolidation of our industry is both necessary and inevitable. Logica is a leading business and technology service company with talented and committed employees and long-term client relationships. It further underscores our ongoing commitment to support our clients as they expand their businesses locally and globally. In addition to operational breadth and depth, the combined business will have critical mass and key blue chip client relationships.”
Speaking on behalf of Logica, David Tyler, Chairman of Logica stated:
“The Logica Directors consider there to be a strong industrial logic for the proposed combination with CGI. It meets clients’ requirements for a more comprehensive international presence and offers them the benefits of scale. Given the very limited geographic overlap and CGI’s strong reputation for successful integration, we believe this transaction will offer great opportunities for Logica’s people. For our shareholders, the offer represents an opportunity to realise a substantial premium in cash to the current share price.”
Company Spotlight
Logica plc is a business and technology service company providing consulting, system integration and outsourcing.
The company is listed on both the Euronext Amsterdam and the London Stock Exchange.
At 10:00 GMT, Logica shares gained 64.5%, or 42.4 pence, to 108 pence a share, following the announcement.
References
↑ Logica plc Company Overview
↑ Logica plc Investor Relations