Public disclosure of inside information according to article 17 MAR
CAG International AG: CAG International AG executes term sheet for the acquisition of Innovative Management Solutions Inc.
CAG International AG executes term sheet for the acquisition of 100% of
the outstanding common shares of Innovative Management Solutions, Inc.,
a provider of project portfolio management services with offices in
Dallas and Houston Texas.
29, January, 2021 -- Baar, Switzerland, Disclosure of inside information
pursuant to Article 17 para. 1 of the Regulation (EU) No. 596/2014 on
market abuse (Market Abuse Regulation)
CAG International AG ("CAG"), a company with shares admitted to trading
on the Direct Market segment of the Vienna MTF (Vienna Stock Exchange)
under ISIN CH0505534542 (Ticker Symbol: CAG:AV) today executed a term
sheet for the acquisition of 100% of the outstanding common shares of
Innovative Management Solutions, Inc., ("IMS") a provider of project
portfolio management services with offices in Dallas and Houston, Texas.
The term sheet provides for a purchase price of ten times IMS' 2019
EBITDA for a total of approximately USD 7,650,000 via a cash payment of
USD 500,000 with the remainder in the form of common ordinary shares of
CAG at a price per share determined by a 15 day look back formula.
The term sheet also provides for customary lock-up and leakage
restrictions with respect to later sales of the CAG shares, a 4 year
employment contract for IMS founder and CEO Jeff Collins, and an
operating agreement between CAG and IMS. The term sheet also provides
for IMS to continue as an operating entity under the firm's existing
name and branding.
Any acquisition is contingent on the parties entering into definitive
agreements, and approval by the relevant governance bodies and
shareholders of both firms.
A full press release with additional details will be released later today.
CAG International AG
Innovative Management Solutions, Inc.
825 Watters Creek Blvd.
Allen, TX 75013