REGINA, Dec. 22, 2014 /CNW/ - Information Services Corporation (TSX:ISV), ("ISC" or "the Company") is pleased to announce that it has entered into an Asset Purchase Agreement with OneMove Technologies Inc., OneMove Online Systems Inc. and related parties, (collectively "OneMove") to acquire econveyance™, a proprietary online conveyancing solution, and related operating assets of the OneMove business. ISC will complete the transaction through a wholly-owned subsidiary using existing cash to finance the acquisition. The transaction is valued at C$10.0 million, subject to working capital adjustments.
econveyance™ is a subscription based solution that offers a secure and efficient means of managing real property transactions. It simplifies and expedites the process of buying and selling real property by connecting legal professionals, lenders and insurers throughout the property transfer process. econveyance™ is available in British Columbia, Alberta and most recently, Ontario.
"This is ISC's first acquisition since our public offering and expands our business outside the province of Saskatchewan. This product allows ISC to extend its reach across the value chain while leveraging our knowledge of the land transfer and registration business to support the future growth of econveyance™", said Jeff Stusek, ISC's President and Chief Executive Officer. "We are excited about the prospect of bringing the econveyance™ solution to Saskatchewan and believe this transaction positions us for other synergistic opportunities that may be available in the future."
"We achieved great success in restructuring OneMove," said Matthew Proud, OneMove's Chief Executive Officer. "Since taking the Company private in 2013 and stepping in as CEO, we have managed to increase revenues through sales, and we are now profitable for the first time since the Company's inception. Additionally, we are encouraged by the recent expansion of econveyance™ into Ontario, offering an alternative to the market."
Matthew Proud and his brother, Tyler Proud successfully acquired econveyance™ through their company, Plantro Ltd., after a takeover of OneMove Technologies in 2013, which was listed on the TSX Venture at the time.
The transaction is expected to close towards the end of January 2015 and is subject to a number of closing conditions. They include obtaining the consents to assignment of key contracts, the transfer of OneMove employees, that no material adverse change in any of the purchased assets or the OneMove business occurs, as well as certain other customary conditions.
- Today's announcement is consistent with ISC's strategy to expand its products and services and complement existing core competencies while also expanding its geographical footprint.
- The transaction enhances ISC's growth profile with the addition of a new revenue stream, which is consistent with ISC's commitment to shareholders to identify and execute on growth opportunities in other markets, including BC, Alberta and Ontario.
- ISC estimates the transaction to be accretive in the near-term. By December 2015, ISC expects marginal accretion on an earnings and cash flow basis relative to consensus estimates and the successful expansion of the econveyance™ customer base.
- econveyance's™ position in the British Columbia market and expansion into other provinces will allow ISC to leverage econveyance™ business relationships as ISC continues to explore new growth opportunities in those markets that align with its core competencies.
- The transaction adds strong customer support and a technical team of developers currently working with econveyance™.
- ISC expects that the econveyance™ product will be launched in Saskatchewan in 2015, thereby leveraging ISC's relationships with the legal community and its expertise in land registration and real property transfer processes.
The representations, warranties and indemnities provided by OneMove in the Asset Purchase Agreement are subject to certain time limitations and maximum indemnity limits. As this is an agreement to purchase business assets, Matthew Proud will remain with his existing company upon closing.
Origin Merchant Partners acted as exclusive financial advisor to ISC on this transaction.
Conference Call Details
An investor conference call will be held on Monday, December 22, 2014 at 17:00 Eastern Time (16:00 Saskatchewan Time) to discuss this transaction. Participants may join the call by dialing toll-free 1-888-390-0546 or 1-416-764-8688 for calls outside North America. Simultaneously, an audio webcast of the conference call will also be available at the following link http://isc.investorroom.com/events. Media are invited to attend on a listen-only basis.
The webcast will be available for replay 24 hours after the event until 11:59 p.m. EST on January 31, 2014 at http://isc.investorroom.com/events.
ISC is a provider of registry and information services to the Province of Saskatchewan. The Company is the exclusive provider of the Land Titles Registry, Land Surveys Directory, Personal Property Registry and Corporate Registry in Saskatchewan, which are key supporters of economic activity in the province.
Cautionary Note Regarding Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian securities legislation, including certain statements with respect to the expected closing date of this asset purchase transaction, the future growth of econveyance™, plans to position OneMove's business for improved profitability and growth, expected synergistic opportunities that may be available as a result of this transaction, expected growth opportunities, enhanced growth profile of ISC in the future, that the transaction is expected to be accretive on an earnings and cash flow basis, the successful expansion of the econveyance™ customer base and that ISC expects econveyance™ to launch its product in Saskatchewan in 2015 and leverage ISC's existing relationships and expertise. All statements other than statements of historical fact are forward-looking statements. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those expressed or implied by such forward-looking information. Although ISC believes the forward-looking information contained in this release is based upon reasonable assumptions, readers are cautioned not to place undue reliance on forward-looking information as it is inherently uncertain and no assurance can be given that the expectations reflected in such information will prove to be correct. Many factors and risks could cause our actual results to differ materially from those expressed or implied by forward-looking information including those detailed in ISC's Annual Information Form, dated March 19, 2014, ISC's unaudited condensed Consolidated Financial Statements and Notes and Management's Discussion and Analysis for the quarter ended September 30, 2014 as well as other documents filed by ISC with Canadian securities regulators through SEDAR (www.sedar.com) from time to time. Investors and others should carefully consider the above-noted factors and risks and other uncertainties and potential events. The forward-looking information in this release is made as of the date hereof and, except as required under applicable securities legislation, ISC assumes no obligation to update or revise such information to reflect new events or circumstances.
Please note that OneMove will not be accepting requests for commentary.
SOURCE: Information Services Corporation
For further information: All general, market or media inquiries with respect to this transaction are to be sent to Information Services Corporation, as follows: Investor Relations Contact: Jonathan Hackshaw, Director, Investor Relations & Corporate Communications, Information Services Corporation, 306-798-2136, [email protected]; Media Contact: Pamela Keck, Manager, Investor Relations, Information Services Corporation, 306-798-1136, [email protected]