KCS acquiring MAM Software

Earlier this month, MAM Software Group, Inc. announced it had entered into a definitive agreement under which it will be acquired by Berkshire-based ERP solutions specialist Kerridge Commercial Systems (KCS). The provider of cloud-based business and on-premise management solutions for the automotive parts, tyre and vertical distribution industries will be acquired in an all-cash transaction valued at approximately US$154.3 million.

Under the terms of the agreement, MAM stockholders will receive $12.12 per share in cash for each common share of MAM, which represents a 14 per cent premium over the closing price on 30 August 2019 and a 38 per cent premium over the prior 90-day average of $8.80 per share.

“This all-cash transaction provides MAM Software’s stockholders with a premium over the pre-announcement market price of their shares, and we believe it will allow our team to increase our focus on long-term success that will benefit customers, employees and partners. Together with KCS, we can offer a broader portfolio of solutions to our customers globally,” said Mike Jamieson, chief executive officer of MAM Software.

“We have long believed that a partnership between MAM Software and KCS would create a range of significant strategic opportunities,” said Ian Bendelow, chief executive officer of Kerridge Commercial Systems. “MAM has significant traction in the automotive aftermarket sector that augments our solution offering, and this combination also will expand our US market presence. We look forward to joining with the MAM team as we invest further in the business to accelerate MAM Software’s growth and bring greater value to its customer base.”

MAM’s Board of Directors unanimously approved the proposed transaction following an extensive review of strategic alternatives and a thorough process. Following the execution of the merger agreement, stockholders of MAM representing more than 50 per cent of MAM’s outstanding shares delivered a written consent approving the transaction. No other approval of MAM’s Board of Directors or stockholders is required to complete the transaction, which is expected to close in or prior to the fourth quarter of 2019, subject to certain customary closing conditions.

Mirus Capital Advisors and Sullivan & Worcester LLP are serving as MAM’s financial and legal advisors, respectively, for this transaction. Kirkland & Ellis LLP is serving as KCS’s legal advisor.