The Board of LogiCamms Limited (ASX: LCM) is pleased to announce the signing of a binding Share Sale and Purchase Agreement with OSD Pty Limited under which the companies have agreed to a proposed merger to create a strong ASX-listed mid-tier engineering business with more than 550 employees and forecast pro forma FY19 normalised EBITDAI of approximately $6.7 million.

The Directors unanimously recommend LogiCamms shareholders vote in favour of the proposed merger, in the absence of a superior proposal and subject to an independent expert concluding that the merger is fair or reasonable to LogiCamms shareholders.

Key points

  • The proposed merger will create a strong ASX-listed mid-tier engineering, project delivery, technology, asset services and training group with specialist offerings across a range of industries throughout Australia, New Zealand and the Pacific.
  • Current LogiCamms shareholders will own 41% and current OSD shareholders will own 59% of the merged business.
  • OSD is a respected multi-discipline engineering services business with a strong pedigree and track record, long term client relationships and experienced senior management with their own capital invested in the business.
  • The combined business will have pro forma forecast FY19 revenue of approximately $120 million and pro forma forecast FY19 normalised EBITDAI of approximately $6.7 million. As of January 2019, the combined businesses had aggregate work in hand of $57 million.
  • Upon completion, LogiCamms will have a significantly strengthened balance sheet, benefiting from OSD’s net cash at 22 March 2019 of approximately $6.9 million.
  • The merger combines complementary expertise, aligned cultures and operating methods, and creates an expanded client base and greater capability to win and service larger and more complex projects.
  • LogiCamms and OSD have identified initial cost synergies of approximately $3 million per annum with additional cost and revenue synergies expected over time. A detailed post-merger integration plan is being developed which will deliver better outcomes for employees and clients as well as shareholders.
  • The proposed merger is unanimously recommended by the Board of LogiCamms in the absence of a superior proposal and subject to an independent expert concluding that the merger is fair and/or reasonable to LogiCamms shareholders.

Read full announcement here.

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We are pleased to announce that we have changed the name of one of our key subsidiaries, OSD Pty Ltd to Verbrec Infrastructure Services Pty Ltd as of 17 October 2022.

Rebranding to Verbrec represents our evolution and continued growth by leveraging emerging technologies, thereby remaining at the forefront of an ever-changing industry. Evolution, engineered.

Verbrec has expanded its capabilities significantly to support our clients’ needs and built what we are today, a leading mid-tier engineering, infrastructure, and training company operating across the entire asset life cycle.

Important: Please note that this is a rebranding exercise and as such, will be a name change only; there is no other change to the details of the business. The entity’s beneficial ownership, ABN, registered address and all other relevant details remain the same.

Find out more about our history and plans for the future...