Systems to issue 11.82mn shares to acquire NDC Tech, NDC FZC & NDC Tech Apac

MG News | June 10, 2022 at 10:08 AM GMT+05:00

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June 10, 2022 (MLN): The Board of Directors of Systems Limited (PSX: SYS) on Thursday decided to issue 11.82 million shares for the acquisition of NDC Tech (Pvt.) Ltd., NDC FZC, and NDC Tech Apac Pte. Ltd., the company filing on PSX showed today.

The total consideration of the acquisition is over $10mn or Rs 5 billion. Rs346mn out of Rs5bn is to be paid in cash, whereas the remaining payable balance amount of Rs4.73 is to be paid in kind by the issuance of 11.822mn shares, which the company intends to issue by way of other than right.

NDC Tech (Pvt.) Ltd., NDC FZC, and NDC Tech Apac Pte. Ltd is partners of Temenos in Pakistan, the Middle East, and Africa, a leading core banking software provider in the World. The acquisition will create value for the company by adding core banking financial service software to its portfolio. This will enable the Company to increase exports, expand its domestic footprint and upsell and cross-sell its existing services to NDC Customers.

Systems Limited has also signed an agreement with NDC Tech (Pvt.) Ltd., NDC FZC, and NDC Tech Apac Pte. Ltd., to retain its CEO, Ms. Ammara Masood, and its key personnel.

It is pertinent to mention that the proposed new shares shall rank Pari Passu in all respects with the existing ordinary shares of the company. The proposed new shares shall not be different from the issued ordinary shares in any respect.

Moreover, since Systems Limited is acquiring 100% shares, all revenue and profits of the company will be consolidated with the financials of Systems Limited thereby expected to increase Systems Limited market value. Systems Limited is also expected to receive dividends from the company in future

The shares are being issued in the name of Mr. Behram K. Ahmed, Ms. Karen Chase Ahmed, and Ms. Ammara Masood who have no prior shareholding in Systems Limited and are the director(s) of the Company NDC Tech.

To note, the average market price of Systems Limited shares for the last three months is Rs358.91 per share (after adjusting for bonus issue), and Rs422.07 per share (without adjusting for bonus issue).

The scrip of the company is currently trading at Rs329 per share, up by 1.5 rupees or 0.47% DoD.

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