Inin Group AS — M&A Activity 2020

Dec 21, 2020

Elop signs share purchase agreement to acquire Simplifai

Elop signs share purchase agreement to acquire Simplifai

21st December 2020 – Norwegian greentech company Elop AS (Elop) has today signed the share purchase agreement to acquire 100 percent of the shares in Norwegian artificial intelligence (AI) company Simplifai AS (Simplifai), which gives Elop immediate access to highly advanced SaaS and automation competence and resources.

“We are very pleased to finalize this deal. Not only will Simplifai’s competence prove highly valuable to our business plan of capitalising on a market with tremendous potential for data collection from critical infrastructure, it also gives Elop’s shareholders access to a rapidly growing global AI-market,” says Kjersti Kanne, CEO of Elop.

With a vision of providing asset owners with solutions that improve safety, extend asset lifetime, and minimise total lifecycle cost and environmental footprint, Elop has developed an ultrasound technology solution for inspection and analysis of concrete infrastructure. It is a solution that improves the financial viability of concrete structures, while also reducing the substantial environmental footprint concrete as a building material represents.

Through partnering with Simplifai, Elop obtains technological and commercial resources that enable the company to move faster towards a commercially viable data driven, cloud-based software as a service business model for monitoring and optimised maintenance of concrete infrastructure.

“Concrete may be grey, but we provide a solution that enables all owners of concrete infrastructure to become ‘greener’ in how they manage their assets. The acquisition of Simplifai brings us another important step towards realising these ambitions,” adds Kjersti Kanne.

Elop announced on 6 November 2020 that it has signed a letter of intent to acquire Simplifai. Since then, Elop has carried out a due diligence of Simplify and both board of directors of Simplifai and Elop have approved the transaction. The transaction is conditional on approval by the extraordinary general meeting in Elop as well as other customary closing conditions. Final closing of the transaction is expected during January 2021.

According to the share purchase agreement, Elop will acquire all the shares of Simplifai, whose shareholders will receive a consideration reflecting an ownership of 22 percent of the shares on a fully diluted basis in the combined company after completion. The valuation principles are based on corresponding, long term growth forecasts for both companies, with revenue and profitability to a large degree driven by software services.

Pareto Securities has acted as financial advisor and Wikborg Rein Advokatfirma AS has acted as legal advisor to Elop in connection with the transaction.

For further information, please contact:

Media

Kjersti Kanne, administrerende direktør i Elop, tel: +47 480 31 075

Bård Myrstad, CEO of Simplifai, tel: +47 415 03 263

Investors

Øivind Horpestad, chairman of Elop AS, tel: +47 910 00 626

Torbjørn Blom-Hagen, CFO of Elop AS, tel: +47 926 48 847