Automic Group supports Nearmap’s successful A$1.05b Scheme of Arrangement Client Success Story Project Overview Automic Group delivered a Scheme of Arrangement for Nearmap with consideration of A$1.05b, a major milestone for the Australian financial services industry. Additionally, Automic’s Capital Markets team facilitated the successful collection of bank account details via the Automic Investor Portal to achieve an EFT payment rate of 95.1%. What is a Scheme of Arrangement? A scheme of arrangement is a shareholder and court-approved statutory arrangement between a company and its shareholders that becomes binding on all shareholders by operation of law. Schemes can also be used to demerge and to selectively cancel some shares leaving the remaining shareholders in control, which are not acquisitions. The Companies Nearmap, founded in 2007, has evolved from a small online start-up to a next-generation digital content leader in aerial technology. Nearmap captures wide-scale urban areas in Australia, New Zealand, the United States and Canada, making current geographical information instantly available in the cloud via their web app or API integration. The intelligent, cloud-based technology provides high-quality, georeferenced maps and aerial imagery to thousands of companies worldwide who rely on deep, data-driven insights – to enable informed decisions, streamlined operations and better financial performance. Thoma Bravo is one of the largest software investors in the world, with a 40+ year history and over US$120 billion in assets under management as of September 2022. The firm invests in growth-oriented, innovative companies that operate in the software and technology sectors. The Challenge Nearmap engaged Automic in November 2022 to oversee the Scheme of Arrangement with Atlas AU BidCo Pty Ltd, a wholly owned subsidiary of a fund advised by Thomas Bravo L.P, under which it was proposed that Thoma Bravo would acquire 100 percent of shares in Nearmap. Although Nearmap had shareholder approval, the Scheme remained subject to several conditions for it to be successful, including: The Federal Court of Australia approving the Scheme. Foreign Investment Review Board (FIRB) approval. An independent expert to conclude that the scheme was in the best interest of Nearmap shareholders. The satisfaction or waiver of any remaining conditions before the second court hearing. “The Automic team delivered exceptional management of our recent Scheme of Arrangement, utilising innovative technology and their expert Capital Markets team to guide us seamlessly through project planning, project management, and final scheme payments.” Wendy Li, Group Financial Operations Manager The Outcome Chris Hill led the Automic Capital Markets team to ensure smooth and efficient service through the Scheme of Arrangement. 01Fast turnaround The scheme meeting was held on 25th November 2022, with the implementation date scheduled for 8th December 2022. 02500,296,327 shares Facilitated by our Investor Services and Capital Markets teams, Automic delivered a seamless proxy and virtual meeting services which helped drive an increase to voter participation. With a total consideration of AUD$1.05 billion, and 500,296,327 shares, held by over 24,000 shareholders, the implementation of this transaction required expert planning and execution to ensure maximum value for Nearmap shareholders. 03One-day transaction window The Automic Capital Markets team utilised our advanced technology and e-communications capabilities to distribute correspondence to the 24,000 Nearmap shareholders, all within the one-day transaction window. The efficient and successful one-day implementation date is a testament to the planning, technology, and expertise of the team. 0424,000 shareholders To facilitate large-scale payments within a single day, Automic encouraged shareholders to update their bank details within the platform via the investor portal. With 24,000 investors, the high percentage of valid bank accounts increased successful payment rates, reduced double-handling and delivered a premium experience for the investors. The Results Automic delivered seamless proxy and virtual meeting services to increase voter participation and achieved a successful outcome at the Scheme meeting. Automic facilitated the collection of bank account details via our streamlined Investor Portal to achieve an EFT payment rate of 95.1%. Automic processed payments and distributed correspondence to more than 24,000 shareholders within the one-day window. The crucial takeaway from this transaction is the size, scale and speed with which the Automic team were able to execute, facilitated by digital payment technology and an experienced and dedicated team. The high EFT payment rate demonstrated both the efficiency of Automic’s processes and the confidence of shareholders. Conclusion Automic’s industry-leading technology has been designed with the latest IT security architecture and infrastructure capabilities. We continue to provide the full spectrum of financial functions to meet your specific requirements while guaranteeing compliance, delivering efficiency and driving lasting value to your organisation, thanks to our sophisticated cloud-based solution and experienced Capital Markets teams. Ready to partner with Australia’s fastest growing share registry? Get in touch with us today. Request a demo More Client Success Stories Elevating opportunities to create lasting positive impact for Great Boulder Resources Read More Driving success through increased engagement rates for Audinate Group Read More Redefining what it means to be a trusted governance specialist for 50-50 Foundation Read More View all
