Global Graphics is set to be sold to Congra Software, the parent company of Hybrid Software. Global Graphics is holding a meeting in Brussels on Thursday this week for shareholders to hear details of this deal.
However, this is not a formal shareholder meeting so there’s no opportunity to vote on the proposed offer though shareholders will be able to ask questions.
Congra has agreed to buy the entire share issue of Global Graphics for approximately €50.30 million in cash, which Congra will fund from its own cash resources plus new bank debt and capital increases of Congra underwritten by its main shareholders. This agreement will give Global Graphics’ shareholders €4.25 per share, a nine percent premium over the closing price on 4th October – the day before the initial announcement – and roughly 30 percent above the twelve month volume weighted average price of €3.27.
The deal depends on at least 75 percent of shareholders voting in favour and approving some administrative resolutions. This arrangement falls under Part 26 of the Companies Act 2006. However, this does not cover some shares held by Powergraph BVBA, which Congra has separately agreed to acquire in exchange for additional shares issued in Congra.
Congra is a holding company with Hybrid Software as its main subsidiary. Congra is run by its controlling shareholder, Guido Van der Schueren, who has also been Chairman of Global Graphics since May 2014. Global Graphics and Hybrid Software already work together, cross selling some workflow tools. Gary Fry Global Graphics’ CEO explained: “The board believes that this is a good outcome for shareholders. We believe that the offer constitutes a fair representation of our value. We have enjoyed a strategic partnership with Hybrid Software for a number of years as a technology partner, and in a number of instances have been working together to offer customers a broader spread of software solutions. Furthermore, we have benefitted from the direction and support that Guido has given us during his time as our Chairman. I see only positive benefits for our partners, customers and employees.”
Global Graphics is best known for developing the Harlequin RIP and in recent years has branched out in the label and packaging market, developing a number of screening tools for inkjet printers. As well as its software branch, Global Graphics also owns Meteor Inkjet, which develops electronic drivers for various printheads, and the URW type foundry.
Guido Van der Schueren added: “Global Graphics has done an excellent job at opening up new markets, notably in industrial inkjet, and has achieved great success over the past 5 years. Together we have the opportunity to grow further by strengthening our product offerings and leveraging a global sales infrastructure. The acquisition is the logical next step in creating a global business that provides pre-press and printing solutions that will touch many sectors of print and make a real difference to the productivity and profitability of the print shop.”