HgCapital offers €552m for Norway’s Visma

Following the collapse of a lower offer from business software group Sage, HgCapital has made a NOK4.32bn bid for Norwegian accounting software business Visma.

European mid-market investor HgCapital has made a cash offer for all outstanding shares in Oslo Stock Exchange-listed Norwegian software and accounting group Visma.
HgCapital has offered NOK135 per share for Visma, valuing the business at approximately NOK4.32 billion (€552 million; $682 million). HgCapital made its offer through acquisition vehicle Engel Holding.
HgCapital said in a statement that it has already received acceptances in respect of 13.2 million shares in Visma, representing 41.3 percent of the share capital. According to media reports, shareholder Cevian Capital has also accepted the offer, increasing acceptances for HgCapital’s offer to 49 percent.
HgCapital’s offer, which runs until 2 May 2006, requires acceptances from 90 percent of shareholders.
Visma said that the offer price represents a premium of approximately 28 percent on the closing share price prior to the announcement of a previous offer from financial software business Sage, which on March 22 offered NOK10 less at NOK125 per share.
Following stronger than expected results for the first quarter of 2006, Visma said that its board could not endorse Sage’s offer. Sage said in a statement yesterday that it would not raise its offer, which lapses on 20 April, in response to HgCapital’s bid.
If the deal goes ahead, equity capital will provided by HgCapital, while debt facilities for the acquisition will be arranged by Citigroup Global Markets and Intermediate Capital Group.
Citigroup and SEB Enskilda have been engaged by HgCapital as financial advisors, with Linklaters and Arntzen de Besche Advokatfirma providing legal advice.
HgCapital’s previous investments in the financial software sector include Addison, Iris, Orbiscom, Rolfe & Nolan and Checkpoint, which was sold to business-to-business electronic bill payment business Bottomline Technologies in 2000.
HgCapital was not immediately available for further comment.
Formed from the merger of MultiSoft, SpecTec and Dovre Information Systems in 1996, Visma supplies business software, consultancy, support and training as well as accounting, payroll and management services in Europe.
Visma is headquartered in Oslo, Norway, with national distributors in Sweden, Denmark, Finland and the UK. The company employs over 2,300 staff and reported revenues for 2005 of NOK1.907 billion (€244 million; $301 million).