- AspenTech to acquire Micromine, a global leader in design and
operational solutions for the mining industry
- Gains a comprehensive suite of applications for exploration,
modeling, design, scheduling and operations of mines
- Micromine’s solutions are critical for the mining industry’s
drive to meet the Dual Challenge of increasing the supply of metals
required for the energy transition while contributing to the
industry’s sustainability ambitions
- AU$900 million purchase price (approximately $623 million
USD)
Aspen Technology, Inc. (NASDAQ:AZPN) (“AspenTech” or “the
Company”), a global leader in industrial software, today announced
that it has entered into a definitive agreement to acquire
Micromine - a global leader in design and operational management
solutions for the mining industry, from private equity firm
Potentia Capital and other sellers for AU$900 million in cash
(approximately $623 million USD).
The transaction complements AspenTech’s existing asset
optimization solutions and positions the company in a leadership
role to deliver the “Digital Mine of the Future,” in support of
excellence in operations with a focus on safety, sustainability,
reliability, and efficiency. In addition, AspenTech is now uniquely
positioned to help mining customers address the dual challenge of
meeting the demands of a growing population with an increasing
standard of living, while reaching sustainability goals.
AspenTech’s innovation and unique expertise in digitally
transforming the chemicals and oil and gas industries will be
critical to the mining industry as it embarks on rapid
digitalization.
Micromine participates in the Smart Mining Market, a global
market which in 2022 is approximately US$11.5bn1. Based on
Micromine’s technology, their relevant global segments of the total
Smart Mining Market are US$5.3bn and cover Data Management and
Analytics, Smart Asset Management and other solutions. With a
35-year track record of success and 280 employees across 22 global
offices, Micromine provides mission critical solutions for over 800
blue-chip customers across all mining operations and commodities
with a focus on various metals essential for the energy transition
such as lithium, cobalt and nickel, base metals such as copper and
iron ore, and precious metals such as gold.
“Digitalization is critical for the metals and mining industry
to become sustainably sound and operationally excellent for
generations to come. Micromine’s comprehensive solutions span the
breadth of the mining cycle from geological exploration and data
management to resource estimation, mine design, planning,
scheduling and production control,” said Antonio Pietri, President
and CEO, AspenTech. “As we indicated when we announced the
transaction with Emerson, AspenTech has gained additional
flexibility to strategically deploy capital for growth. Combining
AspenTech’s product portfolio and worldwide reach with Micromine’s
mission-critical technology and leadership in the mining industry
will equip customers with a comprehensive offering and the
end-to-end ability to drive efficiencies across the entire mining
value chain, while helping them meet the dual challenge.”
“The majority of organizations in the mining industry are in a
nascent stage of digitalization. Accelerating their digital
initiatives through a comprehensive suite of software applications
and the expertise from AspenTech is a unique opportunity for our
customers. Our vision has always been to create an ecosystem that
connects experts across the exploration and mining value chain,
using both new and existing technologies to deliver better outcomes
for our customers,” said Andrew Birch, CEO, Micromine. “Micromine
solutions complement AspenTech solutions perfectly with resultant
capabilities of the whole combined company that are greater than
the sum of the parts. Joining forces with AspenTech further
reinforces this vision and will be the key to delivering the next
generation of efficiencies in the mining sector.”
Micromine is expected to be accretive to AspenTech on a free
cash flow basis within the first 12 months of the transaction
closing.
Transactions Terms and Financing
AspenTech currently intends to finance the transaction through a
combination of cash on hand and additional indebtedness and has
entered into a commitment letter with JP Morgan Chase Bank, N.A.
(“JPM”) pursuant to which JPM has committed to provide an unsecured
bridge term loan in the amount of US$475 million, subject to
customary limited conditions.
The acquisition is expected to close in the fiscal second
quarter of 2023, subject to receipt of regulatory approvals.
Goldman Sachs & Co. LLC and Atrico Pty Ltd are serving as
financial advisors and DLA Piper is acting as legal counsel to
AspenTech. JP Morgan is serving as financial advisor and Johnson
Winter & Slattery is acting as legal counsel to Micromine,
Potentia Capital and the other sellers.
AspenTech Fourth Quarter 2022 Preliminary Guidance
AspenTech expects to report annual spend for the heritage
AspenTech business (excluding the OSI and SSE businesses acquired
from Emerson Electric Co, (“Emerson”) on May 16, 2022) above the
high end of the guidance range the company issued in its fiscal
third quarter 2022 earnings press release on April 27th, 2022.
AspenTech is also progressing well on the execution of its
integration and synergy plans for the OSI and SSE businesses.
AspenTech will report full financial results for the fourth
quarter and fiscal year 2022 on August 8th, 2022, after the close
of market.
About Annual Spend
Annual spend is an estimate of the annualized value of our
portfolio of term license agreements, as of a specific date. Annual
spend is calculated by summing the most recent annual invoice value
of each of our active term license agreements. Annual spend also
includes the annualized value of standalone SMS agreements
purchased with certain legacy term license agreements, which have
become an immaterial part of our business.
About AspenTech
Aspen Technology, Inc. (NASDAQ: AZPN) is a global software
leader helping industries at the forefront of the world’s dual
challenge meet the increasing demand for resources from a rapidly
growing population in a profitable and sustainable manner.
AspenTech solutions address complex environments where it is
critical to optimize the asset design, operation and maintenance
lifecycle. Through our unique combination of deep domain expertise
and innovation, customers in capital-intensive industries can run
their assets safer, greener, longer and faster to improve their
operational excellence. To learn more, visit AspenTech.com.
About Micromine
Micromine is a pioneer in Australia's software industry and a
leading provider of advanced technology for the exploration and
mining sector. The company celebrated its 35th anniversary in 2021.
Micromine's products are used at more than 2,000 sites in over 90
countries. The suite includes world leading products Micromine
Origin, Micromine Beyond, Micromine Geobank, Micromine Pitram,
Micromine Spry, Micromine Alastri, and now Micromine Nexus.
Together, they cover the entire mining lifecycle, from geological
exploration and data management to resource estimation, 3D mine
design, planning, scheduling and production control. Micromine is a
global leader in its segment with a presence in all major mining
hubs.
###
© 2022 Aspen Technology, Inc. AspenTech and the Aspen leaf logo
are trademarks of Aspen Technology, Inc. All rights reserved.
Forward-Looking
Statements
Statements in this press release that are not strictly
historical may be “forward-looking” statements, which involve risks
and uncertainties, and AspenTech undertakes no obligation to update
any such statements to reflect later developments. These risks and
uncertainties include the scope, duration and ultimate impacts of
the COVID-19 pandemic and the Russia-Ukraine conflict, as well as
economic and currency conditions, market demand, including related
to the pandemic and oil and gas price declines and volatility,
pricing, protection of intellectual property, cybersecurity,
tariffs, competitive and technological factors, inflation, among
others, as set forth from time to time in the reports AspenTech
files with the Securities and Exchange Commission (the “SEC”),
including annual reports on Form 10-K, periodic quarterly reports
on Form 10-Q, periodic current reports on Form 8-K and other
documents filed with the SEC. These risks, as well as other risks
associated with the transaction with Emerson, have been more fully
discussed in the Definitive Proxy Statement on Schedule 14A filed
with the SEC by AspenTech on April 18, 2022.
1. Mordor Intelligence, Smart Mining Market Size, Share, Trends
(2022-27) | Industry Report
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220727005546/en/
Media Len Dieterle AspenTech +1 781-221-4291
len.dieterle@aspentech.com Investors Brian Denyeau ICR +1
646-277-1251 brian.denyeau@icrinc.com
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