Huddlestock Fintech acquires F5 IT in a NOK 20mn deal

Huddlestock Fintech acquires F5 IT in a NOK 20mn deal

OSLO, NORWAY: Huddlestock Fintech AS has confirmed the acquisition of 100% of F5 IT, a software developer with solid traction in customised applications and solutions within the Fintech, Proptech and IoT space. It has been agreed that Huddlestock will pay NOK 20 million in an all-share exchange to acquire 100% of F5 IT AS.

“We are delighted to welcome the F5 IT team to the Huddlestock family. The inclusion of 15 full-stack and specialist developers will greatly enhance our customer offering, accelerate our onshoring strategy, and deliver on our ambition of becoming a leading European Fintech. Our initial estimates indicate that the synergies from the acquisition of F5 IT are strong, delivering on our strategy of creating shareholder value through M&A,” says John E. Skajem, CEO of Huddlestock Fintech AS.

The addition of F5 IT will strengthen Huddlestock’s Fintech expertise, deliverance and commercial capabilities, adding more technology knowledge to existing team of world-class Capital Markets experts.

On completion of the deal, Huddlestock will be able to deliver on two of our strategic ambitions: expanding expert consulting practice across the Nordics with the establishment of a Norway based consulting team and accelerate the creation of a Nordic white-label WealthTech solution with a strengthened technical team.

With F5 ITs team of specialist and full-stack developers, Huddlestock expert consultants will be able to drive smarter business decisions and deliver innovative and inclusive solutions on one platform, furthering Huddlestock’s technology-first mission.

“Our team at F5 IT are excited to join Huddlestock, Norway’s first listed Fintech,” says Stian Røisland, Chairman of F5 IT. “The strategic fit between our two companies is strong and we see excellent growth opportunities from the creation of a global platform from which to service our customers.”

F5 IT is expected to earn revenues of NOK 17,000,000 in 2022 on a stand-alone basis. Further expanded revenue flows will be sought from the combined company and cost synergies will be achieved.

The payment will be financed by transferring shares held in Huddlestock treasury. The maximum consideration is 6,666,667 Huddlestock-shares (the “Consideration Shares”). A total of 5,714,286 of the Consideration Shares are subject to a three-year lock-up in which 952,381 of the shares are released each consecutive 6 month.

It has been agreed that an incentive programme with strict performance targets be put in place prior to final closing. The programme concerns all F5 IT’s employees and could trigger further payments over the agreed three-year period for which the specific incentive programme is valid.

The total amount of Huddlestock Fintech shares that can be paid out under the incentive scheme is 4,000,000. In order to vest the shares, strict performance targets, deliverable for the fiscal years 2022, 2023 and 2024, individually and collectively, must be met. Said vesting criteria’s will be based on audited accounts for the fiscal years 2022, 2023 and 2024, and transfer of vested shares will be made in arrears over the coming three years.

The acquisition of F5 IT is Huddlestock Fintech’s second major acquisition in the last 12 months.

Huddlestock Fintech is an innovative technology software provider with a leading expert professional services business.

F5 IT delivers tailored application development and integrations for digitizing entire organizations. It isheadquartered in Stavanger with 20 employees and 15 technology developers based between Stavanger on the West Coast of Norway and Constanta in Romania.

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