SQS -1x Square

 

TIDMSQS 
 
RNS Number : 2638E 
SQS Software Quality Systems AG 
17 December 2009 
 

SQS Software Quality Systems AG 
17 December 2009 
 
 
SQS Software Quality Systems AG ("SQS" or the 'Company') 
 
 
Issue of Equity 
 
 
As previously announced in the Company's interim results on 8 September 2009, 
SQS, the global leader in independent software testing and quality management 
services, is pleased to confirm that Triton (now called 'SQS Group Management 
Consulting Insurance') has exceeded its final earn out targets. As a result, the 
Company has issued 1,021,299 new SQS ordinary EUR1 shares (the "New Ordinary 
Shares") to the three vendors of Triton pursuant to the acquisition agreement. 
 
 
The Company announced the acquisition of Triton, the Austrian company 
specialising in IT consultancy to the insurance industry, on 20 August 2007 for 
a consideration of up to EUR15.5 million. Initial consideration of EUR4.4 million 
was paid in cash on completion with the remainder becoming payable in a 
combination of cash and new SQS shares (total consideration split 49% cash / 51% 
shares) subject to the achievement of specific earn out targets. A second 
tranche of earn out consideration was satisfied by the issue of new SQS Ordinary 
Shares and EUR1.251 million of cash in December 2008. 
 
 
The New Ordinary Shares relate to the equity portion of the final tranche of 
earn out consideration. The vendors have also received EUR1.923 million in cash. 
 
 
As with previous Triton consideration the New Ordinary Shares are subject to 
lock-in provisions for six months from 11 December 2009 with the exception of, 
in aggregate, 100,000 New Ordinary Shares which the Triton vendors may sell 
within this six month period, subject to the consent of SQS and its advisors. 
 
 
Application will be made for the New Ordinary Shares to be admitted to trading 
on AIM ("Admission") and dealings are expected to commence on 22 December 2009. 
 
 
Following Admission, SQS will have 27,206,374 Ordinary Shares in issue. 
 
 
 
 
For further information please contact: 
 
 
+------------------------------------------------+---------------------------+ 
| SQS Software Quality Systems AG                | +49 (2203) 91 54 50       | 
| Rudolf van Megen (CEO) / Rene Gawron (CFO)     |                           | 
|                                                |                           | 
+------------------------------------------------+---------------------------+ 
| Altium                                         | +44 (0) 20 7484 4040      | 
| Tim Richardson / Katie Hobbs                   |                           | 
|                                                |                           | 
+------------------------------------------------+---------------------------+ 
| ICIS Limited                                   | +44 (0) 20 7651 8688      | 
| Tom Moriarty / Bob Huxford                     |                           | 
+------------------------------------------------+---------------------------+ 
 
 
 
 
17 December 2009 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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