ABL advises ELMO Software on $486m proposed acquisition by K1 Investment Management

Arnold Bloch Leibler (ABL) has advised subscription-based HR and payroll provider ELMO Software on its proposed acquisition by Los Angeles-based private equity investor K1 Investment Management for $486m.

As part of the deal, K1 agreed to acquire all of the issued shares in ELMO by way of a scheme of arrangement, under which ELMO shareholders will be paid $4.85 in cash per share by K1. The takeover offer represents 100.4% premium to the last trading price of ELMO shares on 12 October.

“The ELMO independent board committee has carefully considered the proposal and believes the offer price of $4.85 cash per share represents compelling value for ELMO shareholders,” ELMO chairman Barry Lewin said. “Whilst ELMO has achieved considerable success to date in Australia, New Zealand and the United Kingdom, the committee has balanced this against the macroeconomic and execution risks in achieving future plans and unanimously concluded that the scheme is a compelling option which realises attractive value for our shareholders.”

At present, the transaction is still subject to Foreign Investment Review Board approval, customary closing conditions, and shareholder and court approval – all of which must be satisfied before the scheme is implemented.

Corporate and M&A partners Gavin Hammerschlag and Jeremy Leibler led the ABL team on the transaction. They were supported by senior associate Ari Bendet.

“We’re very pleased to have worked with the ELMO board and management on this milestone transaction,” Hammerschlag said. “This is another example of our strong track record of working closely with boards and management of entrepreneurial listed and unlisted companies in achieving successful exits.”