HELSINKI, August 22, 2017 /PRNewswire/ --
CGI (NYSE: GIB) (TSX: GIB.A) today
announced an all cash tender offer of €4.55 per share to acquire
through its wholly-owned subsidiary CGI Nordic Investments Limited,
all outstanding shares of Affecto Plc, a leading provider of
business intelligence and enterprise information management
solutions and services. Affecto's Board of Directors is unanimously
recommending that its shareholders accept CGI's offer, which
represents a total price of €98 million, or approximately
C$146 million, a 29.3% premium to its
closing price on August 21, 2017. The
company currently trades under the symbol AFE1V on the Nasdaq
Helsinki exchange. The tender offer is subject to a number of
conditions, including approval by the relevant regulatory
authorities, such as competition authorities, and CGI gaining
control of more than 90% of the outstanding shares of Affecto. The
transaction is expected to close in Q1 F2018.
Adding to CGI's recognized digital expertise in analytics and
data science, Helsinki-based
Affecto would bring more than 1000 highly-skilled professionals
from across 18 offices in Finland,
Sweden, Norway, Denmark as well as Poland, Latvia and Lithuania. With robust strategic consulting,
system integration, cloud, data analytics and digital
transformation capabilities, Affecto will further complement CGI's
global expertise across several in-demand digital transformation
areas. Over the last twelve months, Affecto has generated revenue
of €119.8 million.
"The offer to merge with Affecto aligns with CGI's plan to
profitably double the company in five to seven years through a
combination of acquisitions and organic growth," said George D. Schindler, CGI President and Chief
Executive Officer. "In turn, for the benefit of our respective
clients, CGI brings Affecto depth and end-to-end capabilities,
including access to a network of global and onshore delivery
centers, robust intellectual property portfolio, managed services
and high-end IT consulting. We will continue to implement an
established build-and-buy strategy that adds to our strength in the
Nordics and around the globe."
"We look forward to welcoming Affecto professionals into the CGI
family as member-owners, sharing and collaborating as highly
skilled innovators that are focused on delivering value to
clients," said Heikki Nikku, CGI President of Nordics operations.
"By merging with the global reach and resources of CGI, the
powerful combination creates unique career opportunities for CGI
professionals in the Nordics as we pursue profitable future growth
together."
About CGI in the Nordics
With nearly 8,000 professionals in 55 offices across
Denmark, Estonia, Finland, Norway and Sweden, CGI has a strong local presence across
the Nordic IT services market. With a deep commitment to being the
best in our industry across the Nordics and around the world, CGI
serves as a market leader in end-to-end IT and business consulting
services, solutions and outsourcing services. CGI's Nordic
operation serves thousands of clients in public and private
organisations to help them achieve operational efficiencies while
harnessing innovation to better serve the digital needs of their
customers and citizens.
This press release is not intended to form the basis of any
investment decision. It does not constitute an offer or invitation
for the sale or purchase of any securities, businesses and/or
assets or any recommendation or commitment by CGI or any other
person and neither this press release, nor its contents nor any
other written or oral information made available in connection with
the transaction shall form the basis of any contract. This press
release has been prepared without reference to the particular
investment objectives, financial situation, taxation position or
particular needs of the reader.
About CGI
Founded in 1976, CGI Group Inc. is the fifth largest independent
information technology and business process services firm in the
world. Approximately 70,000 professionals serve thousands of global
clients from offices and delivery centers across the Americas,
Europe and Asia Pacific, leveraging a comprehensive
portfolio of services including high-end business and IT
consulting, systems integration, application development and
maintenance, infrastructure management as well as 150 IP-based
services and solutions. With annual revenue in excess of
C$10 billion and an order backlog
exceeding C$20 billion, CGI shares
are listed on the TSX (GIB.A) and the NYSE (GIB). Website:
www.cgi.com .
About Affecto
Affecto is a Northern European full-stack data house with
expertise in data intensive technologies. Their expertise ranges
from enterprise information management to artificial intelligence.
Affecto creates business value for its customers by helping them
become data driven, thus transforming their businesses. Affecto has
long term, committed customer relationships with a large number of
essential Northern European companies as well as public
institutions. Affecto has a local presence with 18 offices forming
a powerful grid, and is a unique home for our 1000+ employees.
Forward-Looking Statements
All statements in this press release that do not directly and
exclusively relate to historical facts constitute "forward-looking
statements" within the meaning of that term in Section 27A of the
United States Securities Act of 1933, as amended, and Section 21E
of the United States Securities Exchange Act of 1934, as amended,
and are "forward-looking information" within the meaning of
Canadian securities laws. These statements and this information
represent CGI's intentions, plans, expectations and beliefs, and
are subject to risks, uncertainties and other factors, of which
many are beyond the control of the Company. These factors could
cause actual results to differ materially from such forward-looking
statements or forward-looking information. These factors include
but are not restricted to: the timing and size of new contracts;
acquisitions and other corporate developments; the ability to
attract and retain qualified members; market competition in the
rapidly evolving IT industry; general economic and business
conditions; foreign exchange and other risks identified in the
press release, in CGI's annual and quarterly Management's
Discussion and Analysis ("MD&A"), in CGI's Annual Report, in
CGI's Annual Report on Form 40-F filed with the U.S. Securities and
Exchange Commission (filed on EDGAR at www.sec.gov), and in the
Company's Annual Information Form filed with the Canadian
securities authorities (filed on SEDAR at www.sedar.com), as well
as assumptions regarding the foregoing. The words "believe,"
"estimate," "expect," "intend," "anticipate," "foresee," "plan,"
and similar expressions and variations thereof, identify certain of
such forward-looking statements or forward-looking information,
which speak only as of the date on which they are made. In
particular, statements relating to future performance are
forward-looking statements and forward-looking information. CGI
disclaims any intention or obligation to publicly update or revise
any forward-looking statements or forward-looking information,
whether as a result of new information, future events or otherwise,
except as required by applicable law. Readers are cautioned not to
place undue reliance on these forward-looking statements or on this
forward-looking information.
For more information:
Global
Lorne Gorber
Executive Vice-President, Global Communications and Investor
Relations
lorne.gorber@cgi.com
+1-514-841-3355
Nordic
Jarkko Virtanen
Director, Marketing and Communications
jarkko.virtanen@cgi.com
+358-40-759-3603