Announcement • Oct 06
Thales Australia Holdings Pty Ltd completed the acquisition of Tesserent Limited (ASX:TNT). Thales Australia Holdings Pty Ltd entered into a binding Scheme Implementation Deed (SID) to acquire Tesserent Limited (ASX:TNT) for approximately AUD 180 million on June 11, 2023. Under the SID, it is proposed Thales Australia will acquire 100% of the share capital in Tesserent by way of a court approved scheme of arrangement for AUD 0.13 per share in cash. The cash consideration of AUD 0.13 per share values Tesserent’s equity at AUD 176 million. The transaction is fully funded by Thales’ own internal resources and cash reserves. The SID also provides for a separate and concurrent scheme of arrangement between Tesserent and its option and warrant holders under which each holder will receive cash for each instrument held in accordance with an agreed valuation methodology. A break fee and a reverse break fee of AUD 1.8 million will be payable to either Thales or Tesserent in certain circumstances. Post-acquisition, the Tesserent business will continue to be known as Tesserent, and its visual identity will incorporate the “Cyber Solutions by Thales” tagline. It will become the lead Cybersecurity offering of Thales Australia and New Zealand.The Share Scheme is subject to regulatory approvals including Australian Foreign Investment Review Board and New Zealand OIO approval, ASIC and ASX approval, court approval, No “Target Material Adverse Change”, "Target Regulated Event" or “Target Prescribed Occurrences, Tesserent retaining at least 85% of its key management during the period leading up to Court approval of the Scheme, approval by the shareholders of Tesserent and other customary conditions. The Share Scheme is not subject to financing or due diligence. Tesserent shareholders will have the opportunity to vote on the Share Scheme at a meeting of Tesserent shareholders expected to be held in September 2023. Tesserent’s Board unanimously recommends that Tesserent shareholders vote in favour of the Share Scheme in the absence of a superior proposal and subject to the Independent Expert concluding that the Share Scheme is in the best interests of Tesserent shareholders. Each Tesserent Director intends to vote the Tesserent shares held or controlled by them in favour of the proposed Share Scheme (representing collectively 8.98% of the total Tesserent shares on issue). As September 18, 2023, Tesserent shareholders voted in favour of the scheme of arrangement. The Scheme is expected to be implemented in October 2023. As of September 22, 2023 Share Scheme relating to FIRB approval, as set out in of the SID has been satisfied. Deloitte is acting as financial advisor and MinterEllison is acting as legal advisor to Tesserent. Azure Capital is acting as financial advisor and Tony Damian, Amelia Morgan of Herbert Smith Freehills is acting as legal advisor to Thales.Thales Australia Holdings Pty Ltd completed the acquisition of Tesserent Limited (ASX:TNT) on October 4, 2023. Announcement • Oct 01
Tesserent Limited (ASX:TNT) agreed to acquire Beyond Binary for AUD 7 million. Tesserent Limited (ASX:TNT) agreed to acquire Beyond Binary for AUD 7 million on September 29, 2023. completion of the acquisition is subject to a number of conditions precedent and is expected to complete by mid October 2023. Reported Earnings • Aug 31
Full year 2023 earnings: EPS and revenues miss analyst expectations Full year 2023 results: AU$0.004 loss per share (improved from AU$0.007 loss in FY 2022). Revenue: AU$130.6m (up 16% from FY 2022). Net loss: AU$4.84m (loss narrowed 45% from FY 2022). Revenue missed analyst estimates by 16%. Earnings per share (EPS) were also behind analyst expectations. Revenue is forecast to grow 14% p.a. on average during the next 2 years, compared to a 16% growth forecast for the Software industry in Australia. Over the last 3 years on average, earnings per share has increased by 58% per year but the company’s share price has fallen by 22% per year, which means it is significantly lagging earnings. New Risk • Aug 30
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended December 2022. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risk Share price has been highly volatile over the past 3 months (41% average weekly change). Minor Risks Latest financial reports are more than 6 months old (reported December 2022 fiscal period end). Shareholders have been diluted in the past year (6.7% increase in shares outstanding). Significant insider selling over the past 3 months (AU$304k sold). Recent Insider Transactions • Jul 07
CEO & MD recently sold AU$304k worth of stock On the 28th of June, Kurt Hansen sold around 3m shares on-market at roughly AU$0.12 per share. This transaction amounted to 19% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. This was Kurt's only on-market trade for the last 12 months. Announcement • Jun 15
Thales Australia Holdings Pty Ltd entered into a binding Scheme Implementation Deed (SID) to acquire Tesserent Limited (ASX:TNT) for approximately AUD 180 million. Thales Australia Holdings Pty Ltd entered into a binding Scheme Implementation Deed (SID) to acquire Tesserent Limited (ASX:TNT) for approximately AUD 180 million on June 11, 2023. Under the SID, it is proposed Thales Australia will acquire 100% of the share capital in Tesserent by way of a court approved scheme of arrangement for AUD 0.13 per share in cash. The cash consideration of AUD 0.13 per share values Tesserent’s equity at AUD 176 million. The transaction is fully funded by Thales’ own internal resources and cash reserves. The SID also provides for a separate and concurrent scheme of arrangement between Tesserent and its option and warrant holders under which each holder will receive cash for each instrument held in accordance with an agreed valuation methodology. A break fee and a reverse break fee of AUD 1.8 million will be payable to either Thales or Tesserent in certain circumstances. Post-acquisition, the Tesserent business will continue to be known as Tesserent, and its visual identity will incorporate the “Cyber Solutions by Thales” tagline. It will become the lead Cybersecurity offering of Thales Australia and New Zealand.
The Share Scheme is subject to regulatory approvals including Australian Foreign Investment Review Board and New Zealand OIO approval, ASIC and ASX approval, court approval, No “Target Material Adverse Change”, "Target Regulated Event" or “Target Prescribed Occurrences, Tesserent retaining at least 85% of its key management during the period leading up to Court approval of the Scheme, approval by the shareholders of Tesserent and other customary conditions. The Share Scheme is not subject to financing or due diligence. Tesserent shareholders will have the opportunity to vote on the Share Scheme at a meeting of Tesserent shareholders expected to be held in September 2023. Tesserent’s Board unanimously recommends that Tesserent shareholders vote in favour of the Share Scheme in the absence of a superior proposal and subject to the Independent Expert concluding that the Share Scheme is in the best interests of Tesserent shareholders. Each Tesserent Director intends to vote the Tesserent shares held or controlled by them in favour of the proposed Share Scheme (representing collectively 8.98% of the total Tesserent shares on issue). The Scheme is expected to be implemented in October 2023. Deloitte is acting as financial advisor and MinterEllison is acting as legal advisor to Tesserent. Azure Capital is acting as financial advisor and Herbert Smith Freehills is acting as legal advisor to Thales. New Risk • Jun 14
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of Australian stocks, typically moving 42% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risk Share price has been highly volatile over the past 3 months (42% average weekly change). Minor Risk Shareholders have been diluted in the past year (7.6% increase in shares outstanding). Reported Earnings • Feb 27
First half 2023 earnings released: AU$0.001 loss per share (vs AU$0.003 loss in 1H 2022) First half 2023 results: AU$0.001 loss per share (improved from AU$0.003 loss in 1H 2022). Revenue: AU$62.1m (up 42% from 1H 2022). Net loss: AU$1.08m (loss narrowed 67% from 1H 2022). Revenue is forecast to grow 9.9% p.a. on average during the next 3 years, compared to a 17% growth forecast for the Software industry in Australia. Over the last 3 years on average, earnings per share has increased by 68% per year but the company’s share price has only increased by 10% per year, which means it is significantly lagging earnings growth. Announcement • Jan 27
Tesserent Limited Appoints Tony Sheehan as Independent, Non-Executive Director of the Company Effective 27 January 2023 Tesserent Limited announce the following change to its Board of Directors. Mr. Tony Sheehan has been appointed as an Independent, Non-Executive Director of the Company effective 27 January 2023. Mr. Sheehan is an independent consultant who previously worked for over three decades ingovernment service, including most recently as Deputy Secretary in Department of Foreign Affairs & Trade responsible for International Security, Humanitarian, Consular, Middle East and Africa and Legal Divisions. Prior to this he was Commonwealth Counter-TerrorismCoordinator and Chair of the Australia New Zealand Counter Terrorism Committee. Mr. Sheehan has also held the positions of Deputy Director-General ASIO, Deputy Secretary and COO of the Attorney-General's Department and head of Homeland and Border Security Division at the Department of the Prime Minister and Cabinet. Price Target Changed • Nov 16
Price target decreased to AU$0.22 Down from AU$0.25, the current price target is provided by 1 analyst. New target price is 110% above last closing price of AU$0.10. Stock is down 43% over the past year. The company is forecast to post earnings per share of AU$0.009 next year compared to a net loss per share of AU$0.0073 last year. Announcement • Sep 15
Tesserent Limited, Annual General Meeting, Nov 18, 2022 Tesserent Limited, Annual General Meeting, Nov 18, 2022, at 11:01 AUS Eastern Standard Time. Reported Earnings • Aug 31
Full year 2022 earnings: EPS and revenues miss analyst expectations Full year 2022 results: AU$0.007 loss per share (down from AU$0.005 loss in FY 2021). Revenue: AU$114.1m (up 69% from FY 2021). Net loss: AU$8.78m (loss widened 94% from FY 2021). Revenue missed analyst estimates by 5.6%. Earnings per share (EPS) also missed analyst estimates by 143%. Over the next year, revenue is forecast to grow 37%, compared to a 50% growth forecast for the Software industry in Australia. Over the last 3 years on average, earnings per share has increased by 67% per year but the company’s share price has only increased by 39% per year, which means it is significantly lagging earnings growth. Announcement • Aug 30
Tesserent Limited Provides Financial Guidance for the Fiscal Year 2023 Tesserent Limited provided financial guidance for the fiscal year 2023. For the year, the company expected fiscal year 2023 to be another year of growth, with continued strong organic growth and focus on cross selling opportunities across market and between divisions. This may be supplemented with some strategic acquisitions, where they complement and add to the existing Cyber360 strategy. Announcement • Jul 29
Tesserent Limited Appoints Paul Taylor as General Counsel and Company Secretary Tesserent Limited announced that appointment of Paul Taylor as General Counsel and Company Secretary, effective 29 June 2022. Mr. Taylor joins company with extensive experience, most recently as General Counsel & Company Secretary at Simonds Group Limited, an ASX listed business focused mainly on residential construction. Mr. Taylor previously held leadership roles in the insurance and financial services sector with the Cover-More Group and Insurance Australia Group Limited. Mr. Taylor will be the person responsible for communications with the ASX, pursuant to Listing Rule 12.6, effective from the date of his appointment. As a result, Oliver Carton has resigned as Company Secretary. The Board of TNT thanks Mr. Carton for his valued contribution and professionalism during his tenure as a trusted advisor for company. Recent Insider Transactions • Jun 30
CEO & Executive Director recently bought AU$55k worth of stock On the 23rd of June, Kurt Hansen bought around 458k shares on-market at roughly AU$0.12 per share. This was the largest purchase by an insider in the last 3 months. This was Kurt's only on-market trade for the last 12 months. Price Target Changed • Apr 27
Price target decreased to AU$0.28 Down from AU$0.35, the current price target is provided by 1 analyst. New target price is 56% above last closing price of AU$0.18. Stock is down 20% over the past year. The company is forecast to post earnings per share of AU$0.0039 next year compared to a net loss per share of AU$0.0052 last year. Recent Insider Transactions Derivative • Dec 17
Independent Non-Executive Director exercised options to buy AU$255k worth of stock. On the 10th of December, Gregory Baxter exercised options to buy 2m shares at a strike price of around AU$0.12, costing a total of AU$188k. This transaction amounted to 38% of their direct individual holding at the time of the trade. Since June 2021, Gregory has owned 4.12m shares directly. Company insiders have collectively bought AU$207k more than they sold, via options and on-market transactions, in the last 12 months. Announcement • Dec 09
Tesserent Limited (ASX:TNT) agreed to acquire Claricent Pty Ltd for AUD 4.13 million. Tesserent Limited (ASX:TNT) agreed to acquire Claricent Pty Ltd for AUD 4.13 million on December 7, 2021. In the relayed transaction Tesserent Limited (ASX:TNT) also acquire Pearson Corporation Pty Ltd. The consideration for the acquisition of the Pearson Corporation and Claricent will be a mix of cash and TNT shares, being paid in two instalments, with 50% of the enterprise value being paid on completion estimated in December 2021 and the remaining 50% paid on finalisation of audited accounts estimated to be in September 2022. Both organisations will integrate into North Security which leads TNT’s Federal Government team. Final payment is subject to audited results and may be higher or lower as it will be based on final audited EBITDA multiplied by the valuation multiple minus the Completion Payment made in December 2021. Acquisition is expected to complete by 31 December 2021 and is immediately earnings, cash flow and EPS accretive whilst delivering significant locked-in recurring revenue – with six months results consolidated into Tesserent’s FY22 financials Announcement • Dec 07
Tesserent Limited (ASX:TNT) signed a Share Purchase Agreements to acquire Pearson Corporation Pty Ltd for an enterprise value of AUD 28.8 million. Tesserent Limited (ASX:TNT) signed a Share Purchase Agreements to acquire Pearson Corporation Pty Ltd for an enterprise value of AUD 28.8 million on December 7, 2021. The consideration will be a mix of cash and TNT shares being paid in two instalments, with 50% of the enterprise value being paid on completion as cash AUD 8.64 million and issue of 33.9 million shares at AUD 0.175 per share for a total of AUD 5.92 million and the remaining 50%, AUD 14.24 million, to be paid on finalization of audited accounts estimated to be in September 2022 consisting of 60% cash and 40% share. In a related transaction, Tesserent Limited signed Share Purchase Agreements to acquire Claricent Pty Ltd for an enterprise value of AUD 4.13 million. These acquired businesses will immediately integrate into Tesserent’s North Security business which leads TNT’s Federal Government team. The transaction is financed from the capital raise undertaken by TNT in September 2021. The transaction is expected to close in December 2021. The transaction is immediately earnings, cashflow and EPS accretive whilst delivering significant locked-in recurring revenue with six months results consolidated into Tesserent’s financials for FY22, year ending on June 30, 2022. Reported Earnings • Oct 04
Full year 2021 earnings released: AU$0.005 loss per share (vs AU$0.02 loss in FY 2020) The company reported a solid full year result with reduced losses, improved revenues and improved control over expenses. Full year 2021 results: Revenue: AU$67.4m (up 233% from FY 2020). Net loss: AU$4.53m (loss narrowed 38% from FY 2020). Over the last 3 years on average, earnings per share has increased by 32% per year but the company’s share price has increased by 51% per year, which means it is tracking significantly ahead of earnings growth. Announcement • Sep 29
Tesserent Limited announced that it expects to receive AUD 25 million in funding Tesserent Limited announced a private placement of 119,047,619 shares at a price of AUD 0.21 per share for gross proceeds of AUD 25,000,000 on September 28, 2021. The transaction included participation from institutional, professional and sophisticated investors. The transaction is expected to close on October 1, 2021. Reported Earnings • Aug 31
Full year 2021 earnings released: AU$0.005 loss per share (vs AU$0.02 loss in FY 2020) The company reported a solid full year result with reduced losses, improved revenues and improved control over expenses. Full year 2021 results: Revenue: AU$68.4m (up 238% from FY 2020). Net loss: AU$4.53m (loss narrowed 38% from FY 2020). Over the last 3 years on average, earnings per share has increased by 32% per year but the company’s share price has increased by 47% per year, which means it is tracking significantly ahead of earnings growth. Announcement • Aug 19
Tesserent Limited (ASX:TNT) agreed to acquire Loop Secure Pty Ltd for AUD 13.5 million. Tesserent Limited (ASX:TNT) agreed to acquire Loop Secure Pty Ltd for AUD 13.5 million on August 18, 2021. Under the terms, AUD 9 million will be paid in cash, and 15.9 million shares at a 14-day VWAP of AUD 0.28. The cash component is paid AUD 7 million on completion with the balance paid out over 12 months. The transaction will be funded from existing cash reserves together with Pure Finance facility. During the FY21, Loop Secure Pty Ltd reported turnover of AUD 18 million, delivering AUD 2.25 million EBITDA. Announcement • Jun 23
Tesserent Limited Revises Turnover Guidance for the Year 2021 Tesserent Limited advised that the Company will comfortably exceed it's prior ambition of annualized turnover run rate of $150 million (based on turnover for the month of June 2021 annualised). It is now expected that the annualized turnover based on June will be approximately $180 million. Announcement • Mar 18
Tesserent Limited (ASX:TNT) acquired Managed Security Services business of Secure Logic Pty Ltd for AUD 22.3 million. Tesserent Limited (ASX:TNT) acquired Managed Security Services business of Secure Logic Pty Ltd for AUD 22.3 million on March 16, 2021. Under the terms of transaction, consideration includes AUD 10.75 million in cash and 42,145,974 shares of Tesserent Limited. The cash component is funded from existing cash reserves together with the new Pure Finance facility. Santosh Devaraj and Managing Partner, Deepak Singh will head up Secure Logic’s integration into Tesserent’s Government practice group and ongoing operations. As of December 31, 2020 Managed Security Services business of Secure Logic Pty Ltd reported turnover of AUD 9 million, EBITDA of AUD 4.2 million.
Tesserent Limited (ASX:TNT) completed the acquisition of Managed Security Services business of Secure Logic Pty Ltd on March 16, 2021. Reported Earnings • Mar 02
First half 2021 earnings released: AU$0.008 loss per share (vs AU$0.015 loss in 1H 2020) The company reported a solid first half result with improved revenues and control over costs, although losses increased. First half 2021 results: Revenue: AU$28.9m (up 444% from 1H 2020). Net loss: AU$5.97m (loss widened 59% from 1H 2020). Over the last 3 years on average, earnings per share has increased by 13% per year but the company’s share price has increased by 48% per year, which means it is tracking significantly ahead of earnings growth. Is New 90 Day High Low • Mar 01
New 90-day low: AU$0.28 The company is down 25% from its price of AU$0.36 on 01 December 2020. The Australian market is up 4.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Software industry, which is down 9.0% over the same period. Announcement • Jan 20
Tesserent Limited Announces Executive Changes Tesserent Limited announced that Megan Haas has joined the TNT board with immediate effect. During her more than 30 years at PWC Ms. Haas developed a strong background in technology risk and processes for organizations and service providers including internet applications using a range of hardware and operating systems, she was asked to build and lead the PwC Cyber Security and Privacy Consulting practice for Hong Kong and China and worked with clients on areas such as threat intelligence, incident & crisis management, identity & access management across information. As part of this appointment, Mr. Patrick Flannigan has resigned his position as Non-Executive Director from the Tesserent board. Is New 90 Day High Low • Jan 07
New 90-day high: AU$0.41 The company is up 66% from its price of AU$0.25 on 09 October 2020. The Australian market is up 9.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 10.0% over the same period. Announcement • Dec 18
Tesserent Limited (ASX:TNT) entered into an agreement to acquire Lateral Security IT Services Limited for NZD 4.4 million. Tesserent Limited (ASX:TNT) entered into an agreement to acquire Lateral Security IT Services Limited for NZD 4.4 million on December 16, 2020, Pursuant to the agreement, Tesserent Limited shall pay NZD 2.17 million in cash and remaining through issuance of 6.25 million shares at NZD 0.3516 per share. The cash component is fully funded from existing cash reserves being NZD 1.08 million on completion and a deferred payment of NZD 1.08 million six months after completion. For financial year 2020, Lateral Security IT Services Limited has reported turnover of NZD 4.17 million and EBITDA of NZD 0.85 million. The transaction is immediately earning, cash flow and earning per share accretive to Tesserent Limited. Recent Insider Transactions Derivative • Dec 08
Non-Executive Chairman exercised options to buy AU$3.6m worth of stock. On the 3rd of December, Geoffrey Lord exercised options to buy 10.00m shares at a strike price of around AU$0.05, costing a total of AU$500k. This transaction amounted to 155% of their direct individual holding at the time of the trade. Since March 2020, Geoffrey's direct individual holding has increased from 5.00m shares to 6.43m. Company insiders have collectively sold AU$105k more than they bought, via options and on-market transactions in the last 12 months. Is New 90 Day High Low • Nov 23
New 90-day high: AU$0.41 The company is up 82% from its price of AU$0.23 on 25 August 2020. The Australian market is up 7.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 10.0% over the same period. Recent Insider Transactions • Nov 18
Co-CEO, Co-MD & Executive Director recently sold AU$607k worth of stock On the 17th of November, Kurt Hansen sold around 2m shares on-market at roughly AU$0.38 per share. This was the largest sale by an insider in the last 3 months. This was Kurt's only on-market trade for the last 12 months. Announcement • Nov 12
Tesserent Limited (ASX:TNT) completed the acquisition of iQ3 Pty Ltd. Tesserent Limited (ASX:TNT) signed a share purchase agreement to acquire iQ3 Pty Ltd for AUD 16 million on September 23, 2020. The consideration will be paid as AUD 8.6 million in cash and 34.6 million in Tesserent shares. The cash component will be paid as AUD 4.3 million on completion and four deferred quarterly payments of AUD 1.07 million over a 12-month period. The cash component is fully funded from existing cash reserves. The acquisition is immediately earnings, cash flow and EPS accretive to the Tesserent.
Tesserent Limited (ASX:TNT) completed the acquisition of iQ3 Pty Ltd on November 12, 2020. Reported Earnings • Oct 23
Full year earnings released - AU$0.02 loss per share Over the last 12 months the company has reported total losses of AU$7.31m, with losses widening by 67% from the prior year. Total revenue was AU$20.2m over the last 12 months, up 284% from the prior year. Is New 90 Day High Low • Oct 16
New 90-day high: AU$0.33 The company is up 296% from its price of AU$0.082 on 17 July 2020. The Australian market is up 5.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 24% over the same period. Reported Earnings • Oct 02
Full year earnings released - AU$0.02 loss per share Over the last 12 months the company has reported total losses of AU$7.31m, with losses widening by 67% from the prior year. Total revenue was AU$20.2m over the last 12 months, up 284% from the prior year. Announcement • Sep 24
Tesserent Limited (ASX:TNT) signed a share purchase agreement to acquire iQ3 Pty Ltd for 16 million. Tesserent Limited (ASX:TNT) signed a share purchase agreement to acquire iQ3 Pty Ltd for 16 million on September 23, 2020. The consideration will be paid as AUD 8.6 million in cash and 34.6 million in Tesserent shares. The cash component will be paid as AUD 4.3 million on completion and four deferred quarterly payments of AUD 1.07 million over a 12-month period. The cash component is fully funded from existing cash reserves. The acquisition is immediately earnings, cash flow and EPS accretive to the Tesserent. Announcement • Sep 11
Tesserent Limited (ASX:TNT) completed the acquisition of Airloom Holdings Pty Ltd. Tesserent Limited (ASX:TNT) signed an agreement to acquire Airloom Holdings Pty Ltd for AUD 15 million on August 25, 2020. Under the agreement, consideration shall be payable by the combination of cash and shares. Tesserent Limited shall pay AUD 6 million in cash and issuance of 40 million shares. The cash payment will be split over two payments, with AUD 5 million payable on completion and AUD 1 million upon achieving agreed key financial milestones. The consideration is payable subject to any necessary shareholder or other regulatory approval. The transaction is fully funded through Tesserent’s Acquisition Debt Funding Facility with PURE Asset Management. For financial year 2020, Airloom has reported revenues of AUD 27 million and EBITDA of AUD 2.7 million. Airloom is immediately earnings, cash flow and earning per share accretive to the TNT Group.
Tesserent Limited (ASX:TNT) completed the acquisition of Airloom Holdings Pty Ltd on September 11, 2020. Announcement • Aug 26
Tesserent Limited (ASX:TNT) acquired Airloom for AUD 15 million. Tesserent Limited (ASX:TNT) signed an agreement to acquire Airloom for AUD 15 million on August 25, 2020. Under the agreement, consideration shall be payable by the combination of cash and shares. Tesserent Limited shall pay AUD 6 million in cash and issuance of 40 million shares. The cash payment will be split over two payments, with AUD 5 million payable on completion and AUD 1 million upon achieving agreed key financial milestones. The consideration is payable subject to any necessary shareholder or other regulatory approval. The transaction is fully funded through Tesserent’s Acquisition Debt Funding Facility with PURE Asset Management. For financial year 2020, Airloom has reported revenues of AUD 27 million and EBITDA of AUD 2.7 million. Airloom is immediately earnings, cash flow and earning per share accretive to the TNT Group.
Tesserent Limited (ASX:TNT) completed the acquisition of Airloom on August 26, 2020. Announcement • Aug 04
Tesserent Limited (ASX:TNT) completed the acquisition of Seer Security. Tesserent Limited (ASX:TNT) entered into a binding share purchase agreement to acquire Seer Security for AUD 15 million on July 23, 2020. Out of total consideration, AUD 5 million will be paid in cash and remaining AUD 10 million of consideration will be paid by issue of 76.923077 million shares of Tesserent Limited. Out of 76.923077 million shares, 6.923077 million shares are subject to approval of shareholders of Tesserent Limited. Out of total cash consideration of AUD 5 million, AUD 2.5 million is payable on completion, AUD 1.25 million will be paid after 13 months of completion and remaining AUD 1.25 million after 25 months of completion of transaction. The transaction is funded through Tesserent’s acquisition debt funding facility with Pure Asset Management announced on July 20, 2020. Seer Security reported a revenue in excess of AUD 7.6 million and AUD 2.2 million in sustainable earnings for the year ended June 30, 2020. The Seer Canberra team will join the North Security team of Tesserent Limited on completion while the Melbourne team will remain an independent organization focused on extending their leadership position in Security Software development. Integration of the new team will be completed by the end of September 2020. Transaction is expected to be completed in early August 2020.
Tesserent Limited (ASX:TNT) completed the acquisition of Seer Security on August 4, 2020. Announcement • Jul 23
Tesserent Limited (ASX:TNT) entered into a binding share purchase agreement to acquire Seer Security for AUD 15 million. Tesserent Limited (ASX:TNT) entered into a binding share purchase agreement to acquire Seer Security for AUD 15 million on July 23, 2020. Out of total consideration, AUD 5 million will be paid in cash and remaining AUD 10 million of consideration will be paid by issue of 76.923077 million shares of Tesserent Limited. Out of 76.923077 million shares, 6.923077 million shares are subject to approval of shareholders of Tesserent Limited. Out of total cash consideration of AUD 5 million, AUD 2.5 million is payable on completion, AUD 1.25 million will be paid after 13 months of completion and remaining AUD 1.25 million after 25 months of completion of transaction. The transaction is funded through Tesserent’s acquisition debt funding facility with Pure Asset Management announced on July 20, 2020. Seer Security reported a revenue in excess of AUD 7.6 million and AUD 2.2 million in sustainable earnings for the year ended June 30, 2020. The Seer Canberra team will join the North Security team of Tesserent Limited on completion while the Melbourne team will remain an independent organization focused on extending their leadership position in Security Software development. Integration of the new team will be completed by the end of September 2020. Transaction is expected to be completed in early August 2020. Announcement • Jul 22
Tesserent Limited announced that it expects to receive AUD 10 million in funding from Pure Asset Management Pty Ltd Tesserent Limited (ASX:TNT) announced that it has entered into an agreement with existing investor Pure Asset Management Pty. Ltd. for loan facility of gross proceeds of AUD 10,000,000 on July 20, 2020. The loan facility bears interest of 8.9% per annum, accruing daily and paid quarterly in arrears and matures in 48 months from drawdown. The loan is secured by first ranking general security over all present and after-acquired property of the borrower and each guarantor. The company will also issue 43,750,000 warrants exercisable at AUD 0.12 per share for 48 months from issue.