SYDNEY, AUSTRALIA: Plutus Bidco, an entity controlled by Pemba Capital Partners has agreed to acquire 100% of the issued share capital of MSL Solutions at $0.295 per share by way of a scheme of arrangement.

The total cash consideration of $0.295 per share payable by Plutus Bidco implies an equity value of $119 million and represents a significant premium of 80.7% to the one-month volume weighted average price of MSL shares.

The MSL Board of Directors unanimously recommend that MSL shareholders vote in favour of the Scheme in the absence of a Superior Proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of MSL shareholders.

Executive Chairman of MSL Solutions, Mr Tony Toohey said: “Our board of directors has undertaken lengthy negotiations with Pemba (a leading investor in small and mid-sized businesses in Australia and New Zealand) to secure an offer which delivers certainty of consideration to our shareholders at a significant premium to the recent historical MSL share prices.”

MSL Solutions Limited is a leading SaaS technology provider to the sports, leisure and hospitality sectors.

MSL develops and delivers fully integrated and modular systems that connect customers to venues through mobile and contactless entry, ordering and payment solutions.

Established in 1998, Pemba Capital Partners is a leading investor in small and mid-sized businesses in Australia and New Zealand.

Since inception, the investment firm has specialised in partnering with the owners and managers of businesses to help them accelerate growth.

Pemba Capital Partners has to date completed over 170 transactions. Their primary sector focus is Education & Training, Business Services, Healthcare, Non-Bank Financial Services and Technology.