SQS Software Quality Systems AG Completion of acquisition of Trissential LLC (1945P)

TIDMSQS

RNS Number : 1945P

SQS Software Quality Systems AG

04 June 2015

4 June 2015

SQS Software Quality Systems AG

("SQS" or the "Company")

Completion of acquisition of Trissential LLC ("Trissential")

SQS Software Quality Systems AG (AIM:SQS.L), the world's largest specialist supplier of software quality services, announces that, further to its announcement of 30 April 2015, the Company has completed the acquisition of the entire issued share capital of Trissential (the "Acquisition").

Trissential is a leading IT project, programme and portfolio management consultancy in the Mid-West region of the United States ("US"), with a presence in Minneapolis, Milwaukee and Chicago. Trissential operates across four principal sectors, with a strong alignment to SQS's existing strength in manufacturing, while adding significant expertise in retail, energy and healthcare.

The Acquisition provides SQS with a substantial and stable revenue platform, supporting SQS's strategy of diversifying its geographic revenue split by materially enhancing its operations in the US.

The Acquisition consideration, as announced on 30 April 2015, is being satisfied through a combination of existing cash, a new credit facility and new SQS shares. Pursuant to the terms of the Acquisition, SQS has paid the vendors of Trissential the cash component of the initial consideration of $11 million, funded from existing cash and the new credit facility.

The share component of the initial consideration comprising 737,804 new Ordinary Shares (the "Initial Consideration Shares"), equating to $6.7 million, are to be issued in line with German law following approval from the relevant body. An announcement will be made on issue and it is expected the issue of these Initial Consideration Shares will occur in the coming weeks.

As announced on 30 April 2015, a further $3 million of consideration will be payable, subject to any indemnity claims, in SQS shares, based on the Reference Share Price, between 18 and 24 months from this date, being the completion date of the Acquisition, and an earn-out consideration of up to $10 million, payable subject to the achievement of certain performance-related targets over next three years.

 
Enquiries: 
SQS Software Quality Systems AG       Tel. +49 (0) 2203 
                                       91 54 0 
Diederik Vos, Chief Executive 
 Officer 
Rene Gawron, Chief Financial Officer 
Canaccord Genuity - Nomad and         Tel +44 (0) 20 
 Joint Broker                          7523 8000 
Simon Bridges / Peter Stewart 
 / Emma Gabriel 
Westhouse Securities - Joint Broker   Tel. +44 (0) 20 
                                       7601 6100 
Robert Finlay / Antonio Bossi 
Walbrook PR - Financial Media         Tel. +44 (0)20 
 and Investor Relations                7933 8780 
Paul Cornelius / Sam Allen / Nick      sqs@walbrookpr.com 
 Rome

About SQS

SQS is the world's leading specialist in software quality. This position stems from over 30 years of successful consultancy operations. SQS consultants provide solutions for all aspects of quality throughout the whole software product lifecycle driven by a standardised methodology, offshore automation processes and deep domain knowledge in various industries. Headquartered in Cologne, Germany, the company now employs approximately 4,200 staff. SQS has offices in Germany, UK, US, Australia, Austria, Egypt, Finland, France, India, Ireland, Italy, Malaysia, the Netherlands, Norway, Singapore, South Africa, Sweden, Switzerland and UAE. In addition, SQS maintains a minority stake in a company in Portugal. In 2014, SQS generated revenues of EUR268.5 million.

SQS is the first German company to have a primary listing on AIM, a market operated by the London Stock Exchange. In addition, SQS shares are also traded on the German Stock Exchange in Frankfurt am Main.

With over 7,000 completed projects under its belt, SQS has a strong client base, including half of the DAX 30, nearly a third of the STOXX 50 and 20 per cent of the FTSE 100 companies. These include, among others, Allianz, Beazley, BP, Centrica, Commerzbank, Daimler, Deutsche Post, Generali, JP Morgan, Meteor, Reuters, UBS and Volkswagen as well as other companies from the six key industries on which SQS is focused.

For more information, see www.sqs.com

This information is provided by RNS

The company news service from the London Stock Exchange

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