The transaction will take place by way of Scheme of Arrangement, with a Scheme Implementation Agreement having been entered into between the two parties.
The acquisition price implies an equity value for Crowe Horwath of approximately $137 million. The balance represents Crowe Horwath debt for which Findex is assuming responsibility.
As part of the proposal, Crowe Horwath’s major shareholder, Alceon, has entered into an option which provides Findex with the right to purchase Alceon’s shareholding of approximately 19.87 per cent in Crowe Horwath at the same price of $0.50 cash per share.
Crowe Horwath chairman Richard Grellman said the Findex bid has the full support of the Crowe Horwath board.
“After careful consideration, the board has unanimously concluded that the proposal from Findex is a compelling proposition, offering Crowe Horwath shareholders a significant premium to the market price and fair value.”
Findex Group CEO Spiro Paule said the acquisition is part of Findex’s long‐term strategy of growth through acquisition of quality businesses.
“We believe the Crowe Horwath businesses in Australia and New Zealand are a natural fit to the Findex stable because of the synergies between accounting practices, financial advice and financial services – a mix in which we have considerable experience.”
“We plan to maintain the Crowe Horwath brand, and to grow the business, which we believe will prosper under our systems, culture and guidance,” Mr Paule said.
“It will be business as usual for Crowe Horwath clients, principals and staff but over time we are confident clients will notice and appreciate further enhancement to the already high level of service,” Mr Paule said.
The Findex Group is Australia’s largest non-aligned and privately owned financial advisory company with advice businesses operating in the high-net-worth space, middle range, public sector and online.