Tillkännagivande • Apr 23

Mainline Information Systems, Inc. completed the acquisition of Converge Technology Solutions Corp. (TSX:CTS) from a group of shareholders.

Mainline Information Systems, Inc. entered into a non-binding letter of intent to acquire Converge Technology Solutions Corp. (TSX:CTS) from a group of shareholders for CAD 1.2 billion on December 31, 2024. Mainline Information Systems, Inc. entered into an arrangement agreement to acquire Converge Technology Solutions Corp. (TSX:CTS) from a group of shareholders on February 6, 2025. Under the terms of the Arrangement Agreement, Mainline Information Systems agreed to acquire all of the issued and outstanding common shares, for CAD 5.50 per Common Share in cash, other than Common Shares held by certain shareholders who enter into rollover equity agreements. As of April 1, 2025, Mainline Information Systems, Inc. has agreed to amend (the "Amendment") the previously announced arrangement agreement with an affiliate of H.I.G. Capital, whereby H.I.G has agreed to acquire all of the issued and outstanding common shares of the Company. Under the terms of the Amendment, shareholders will receive CAD 6.00 per Common Share in cash (up from CAD 5.50 per Common Share), other than Common Shares held by certain shareholders who enter into rollover equity agreements. As part of entering into the Amendment, the Company and H.I.G. have also agreed to permanently discontinue the court proceedings and the Company has agreed to discontinue its discussions with the Third Party. Upon completion of the Transaction, the Company intends to apply to delist the Common Shares from all public markets and cease to be a reporting issuer under Canadian securities laws. The Rollover Shareholders will roll certain of their Common Shares in the Company for equity interests in an affiliated entity of H.I.G. All rollovers will occur at a value per Common Share equal to the cash purchase price of CAD 6. A termination fee of CAD 34.4 million would be payable by Converge in certain circumstances, including in the context of Converge entering into a definitive agreement with respect to a superior proposal. The reverse termination fee payable to Converge Technology Solutions is $36.4 million (approximately CAD 53 million). Following the closing, Converge Chief Executive Officer Greg Berard will serve as Chief Executive Officer of the combined business and Mainline President and Chief Executive Officer Jeff Dobbelaere will serve as President. The Transaction, which was unanimously approved by the Board of Directors of Converge (the "Board") (with an interested director abstaining from voting), after receiving the unanimous recommendation from a special committee of independent directors (the "Special Committee"), is to be carried out by way of a statutory court-approved plan of arrangement under the Canada Business Corporations Act, and will require approval of two-thirds of the votes cast by shareholders of the Company at a special meeting of the shareholders of the Company (the "Special Meeting"); and (ii) a simple majority of the votes cast by shareholders of the Company at the Special Meeting, excluding votes from Rollover Shareholders and any other required to be excluded as required under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In addition to shareholder approval, the completion of the Transaction will be subject to court and regulatory approvals and clearances, as well as other customary closing conditions. Subject to the satisfaction of such conditions, the Transaction is expected to be completed during the second quarter of 2025. Converge Technology shareholders approved the transaction at special meeting will be held on April 10, 2025 and now Converge will seek a final order of the Ontario Superior Court of Justice (Commercial List) to approve the Arrangement at a hearing expected to be held on April 16, 2025. As of April 16, 2025, Converge Technology Solutions Corp. announced that the Ontario Superior Court of Justice has issued a final order approving the transaction and the Company also announced that all regulatory approvals necessary for completion of the Arrangement have now been obtained. The Arrangement is expected to be completed on or about April 22, 2025. Myles Hiscock and J.P. Michaud of Canaccord Genuity Corp. is acting as lead financial advisor as well as fairness opinion provider to the Company and its Board. Houlihan Lokey Capital, Inc. is engaged as financial advisor to the Special Committee. Origin Merchant Partners was engaged as an independent financial advisor and provided a fairness opinion to the Special Committee. David Coll-Black and Michael Partridge of Goodmans LLP is acting as legal counsels to the Company. Tana Ryan, Nav Rekhi, Emilie Cloarec, Benton Lewis, Justina Chen, Noah Beck, Amanda Rotkel, Rebecca Sivitz, Max Scott, Olivia J. Greer, Ariel Kronman, John O'Loughlin, Ariel Fliman, Carla Hine, Dan Nobil, Neil Rigby (London, Brussels), Mark Taylor (London), Barbara Jagersberger (Munich) and Konstantin Hoppe (Munich) of Weil, Gotshal & Manges LLP and Evan Marcus and Colin Burn of Stikeman Elliott LLP are acting as legal advisors to H.I.G., parent company of Mainline. McCarthy Tétrault LLP acted as legal counsel for Converge Technology Solutions. The Laurel Hill Advisory Group LLC acted as proxy solicitor and Computershare Investor Services Inc. acted as Transfer Agent for Converge Technology Solutions. In connection with these services, Laurel Hill will receive CAD 100,000, plus reasonable out-of-pocket expenses. Guggenheim Securities, LLC acted as financial advisor to H.I.G. J.P. Morgan Securities LLC acted as financial advisor to H.I.G. Lazard Freres & Co. LLC acted as financial advisor to H.I.G. BMO Nesbitt Burns Inc. acted as financial advisor to H.I.G. Mainline Information Systems, Inc. completed the acquisition of Converge Technology Solutions Corp. (TSX:CTS) from a group of shareholders on April 22, 2025. The Shares are expected to be de-listed from the Toronto Stock Exchange after the end of trading day on April 23, 2025, and will be subsequently removed from the OTCQX Best Market and the Frankfurt Stock Exchange.

Tillkännagivande • Apr 15

Converge Technology Solutions Unveils Data & Ai Design Studio to Supercharge Organizations' Path to AI Maturity

Converge Technology Solutions Corp. announced Data & AI Design Studio, a comprehensive program designed to guide businesses at every stage of their artificial intelligence (AI) journey. Companies are prioritizing AI investment as a critical driver for innovation across industries but have faced roadblocks in turning investment into action and creating measurable impact and value from AI. Converge's Data & AI Design Studio will bridge this gap for IT teams by providing a holistic framework that ensures AI initiatives are impactful, cost-effective, and aligned with business goals. The challenges facing AI implementation projects are complex as organizations look to unravel challenges stemming from data quality, privacy and security, IT infrastructure, and even financial justification. Barriers to implementation continue to result in too many AI projects getting stuck in proof-of-concept limbo, showing promise but never making it to production. Businesses on an AI journey demand a strategic approach that addresses governance, data integrity, financial justification, and vendor partnerships. Converge's outcomes-driven Data & AI Design Studio tackles the human-centered challenges enterprises face and empowers clients to move beyond AI experimentation and into execution. With deep industry knowledge, robust security and compliance standards, and a tailored approach to AI implementation, Converge helps businesses integrate AI seamlessly to maximize ROI, all while mitigating risks. Not all companies start at the same place in their AI journey. The Data & AI Design Studio offers customers a simple maturity curve to identify their current stage and workshops to help organizations build an AI implementation strategy, including: AI Briefing - an organizationally tailored high-level sample workshop designed to bridge gaps in understanding AI, its tools, and large language models (LLMs), as well as potentially uncover AI use cases within the enterprise. AI Ideation Workshop - a workshop session designed to guide leaders in identifying AI use cases within their organization that align and support the achievement of key business goals. Use Case Assessment Roadmap - a deep dive exercise tailored for companies ready to advance their AI journey. Focused on evaluating and prioritizing AI use cases, building business cases for key initiatives, and establishing a strategic vision for the organization's future. AI Design Thinking - a workshop for groups with an identified AI use case they are considering advancing. This session confirms or establishes perspectives on business viability, implementation complexity, impact, and ROI, providing the clarity needed to make informed go/no-go decisions. AI Solution Design - a multi-week technical design initiative for organizations with a strong idea for an AI solution they are ready to invest in. This exercise arms teams with everything needed to implement vision, from technical architecture and product backlog to wireframes and project plans. Whether you're in the early stages of exploring AI applications or scaling enterprise-wide initiatives, Converge provides the expertise, infrastructure, and support needed for success. Discover AI maturity by completing Converge's AI Journey Assessment here. To learn more about Data & AI Design Studioclick here.

Total avkastning till aktieägarna	7.3%
Framtida utdelningsavkastning	n/a
Utdelningstillväxt	n/a
Nästa utbetalningsdag för utdelning	n/a
Ex utdelningsdag	n/a
Utdelning per aktie	n/a
Utdelningsandel	-6%

Segment	Utdelningsavkastning
Företag (CTS)	1.0%
Marknadens lägsta 25% (CA)	1.6%
Marknad Topp 25% (CA)	5.4%
Genomsnitt för branschen (IT)	3.0%
Prognosanalytiker (CTS) (upp till 3 år)	n/a

Uppgifter	Senast uppdaterad (UTC-tid)
Analys av företag	2025/04/22 13:40
Aktiekurs vid dagens slut	2025/04/22 00:00
Intäkter	2024/12/31
Årlig intjäning	2024/12/31

Paket	Uppgifter	Tidsram	Exempel US-källa
Företagets finansiella ställning	10 år	Resultaträkning Kassaflödesanalys Balansräkning	SEC Form 10-K SEC Form 10-Q
Analytikernas konsensusuppskattningar	+3 år	Prognos för finansiella poster Analytikernas prismål	Rapporter från analytiker Blue Matrix
Marknadspriser	30 år	Aktiekurser Utdelningar, splittar och åtgärder	ICE Marknadsdata SEC Form S-1
Ägarskap	10 år	Största aktieägare Insiderhandel	SEC Formulär 4 SEC Formulär 13D
Förvaltning	10 år	Ledningsgrupp Styrelse och verkställande direktörer	SEC Form 10-K SEC Form DEF 14A
Viktiga utvecklingstendenser	10 år	Företagsmeddelanden	SEC Formulär 8-K

Analytiker	Institution
Gavin Fairweather	ATB Cormark Historical (Cormark Securities)
Benjamin May	Berenberg
Deepak Kaushal	BMO Capital Markets Equity Research

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Viktig information

Senaste utdelnings- och återköpsuppdateringar

Upcoming dividend of CA$0.015 per share

Converge Technology Solutions (TSE:CTS) Has Announced A Dividend Of CA$0.015

Converge Technology Solutions' (TSE:CTS) Dividend Will Be CA$0.015

Third quarter dividend of CA$0.015 announced

Upcoming dividend of CA$0.015 per share

Second quarter dividend of CA$0.015 announced

Recent updates

Mainline Information Systems, Inc. completed the acquisition of Converge Technology Solutions Corp. (TSX:CTS) from a group of shareholders.

Converge Technology Solutions Unveils Data & Ai Design Studio to Supercharge Organizations' Path to AI Maturity

An undisclosed credible third party proposed to acquire Converge Technology Solutions Corp. (TSX:CTS) from Mawer Investment Management Ltd., 2491626 Ontario Inc., Mcmillan Family Foundation, Acoma Investments Limited and others for CAD 1.2 billion.

Converge Technology Solutions Corp. to Report Q4, 2024 Results on Mar 06, 2025

Converge Technology Solutions Corp. and Mainline Information Systems, LLC Announce Greg Berard to Serve as Chief Executive Officer and Jeff Dobbelaere to Serve as President of Combined Business

Converge Technology Intends to Apply to Delist the Common Shares from All Public Markets

Converge Technology Solutions (TSE:CTS) Has A Somewhat Strained Balance Sheet

Upcoming dividend of CA$0.015 per share

Converge Technology Solutions (TSE:CTS) Has Announced A Dividend Of CA$0.015

High number of new directors

Some Converge Technology Solutions Corp. (TSE:CTS) Shareholders Look For Exit As Shares Take 25% Pounding

Converge Technology Solutions' (TSE:CTS) Dividend Will Be CA$0.015

Third quarter dividend of CA$0.015 announced

Third quarter 2024 earnings: EPS misses analyst expectations

Price target decreased by 12% to CA$5.77

New minor risk - Dividend sustainability

Converge Technology Solutions Corp. to Report Q3, 2024 Results on Nov 12, 2024

Is Converge Technology Solutions (TSE:CTS) Using Too Much Debt?

Upcoming dividend of CA$0.015 per share

Second quarter dividend of CA$0.015 announced

Second quarter 2024 earnings: Revenues exceed analysts expectations while EPS lags behind

Chief Financial Officer recently sold CA$231k worth of stock

Pinning Down Converge Technology Solutions Corp.'s (TSE:CTS) P/S Is Difficult Right Now

Chief Financial Officer exercised options to buy CA$1.5m worth of stock.

We Think Converge Technology Solutions (TSE:CTS) Is Taking Some Risk With Its Debt

Upcoming dividend of CA$0.015 per share

Converge Technology Solutions Corp. Provides Earnings Guidance for the Three Months Ended June 30, 2024

First quarter 2024 earnings released: CA$0.009 loss per share (vs CA$0.009 loss in 1Q 2023)

Is Converge Technology Solutions Corp. (TSE:CTS) Trading At A 49% Discount?

Converge Technology Solutions Corp. to Report Q1, 2024 Results on May 09, 2024

Capital Allocation Trends At Converge Technology Solutions (TSE:CTS) Aren't Ideal

Converge Technology Solutions Corp., Annual General Meeting, Jun 19, 2024

Converge Technology Solutions Corp. (TSE:CTS) Held Back By Insufficient Growth Even After Shares Climb 28%

Converge Technology Solutions Corp. Declares Quarterly Dividend, Payable on March 26, 2024

Full year 2023 earnings: EPS exceeds analyst expectations while revenues lag behind

Converge Technology Solutions Corp.'s (TSE:CTS) Share Price Is Matching Sentiment Around Its Revenues

Converge Technology Solutions Corp. to Report Q4, 2023 Results on Mar 06, 2024

Group CEO & Director recently bought CA$135k worth of stock

Wendy Bahr Joins Converge Technology Solutions Corp.'s Board of Directors

Upcoming dividend of CA$0.01 per share at 1.0% yield

Price target increased by 7.2% to CA$5.72

Third quarter 2023 earnings: EPS and revenues exceed analyst expectations

Converge Technology Solutions Corp. Declares Third Quarter Dividend on Common Share, Payable on December 28, 2023

Investor sentiment improves as stock rises 20%

Is Converge Technology Solutions (TSE:CTS) Using Too Much Debt?

Converge Technology Solutions Corp. to Report Q3, 2023 Results on Nov 14, 2023

Consensus EPS estimates fall from profit to CA$0.03 loss

Investor sentiment deteriorates as stock falls 15%

Some Investors May Be Worried About Converge Technology Solutions' (TSE:CTS) Returns On Capital

Converge Technology Solutions Appoints Patrick Haupt as Managing Director of Converge Germany, Effective December 1, 2023

Upcoming dividend of CA$0.01 per share at 1.5% yield

Investor sentiment deteriorates as stock falls 20%

Converge Technology Solutions Corp. Announces Second Quarter Dividend, Payable on September 22, 2023

Should You Investigate Converge Technology Solutions Corp. (TSE:CTS) At CA$2.59?

New minor risk - Profit margin trend

Second quarter 2023 earnings released: CA$0.017 loss per share (vs CA$0.056 profit in 2Q 2022)

Price target decreased by 8.7% to CA$5.33

Consensus EPS estimates fall by 27%

Converge Technology Solutions Corp. to Report Q2, 2023 Results on Aug 09, 2023

Investor sentiment improves as stock rises 17%

Here's What's Concerning About Converge Technology Solutions' (TSE:CTS) Returns On Capital

Investor sentiment improves as stock rises 25%

Consensus EPS estimates fall by 74%

Is There Now An Opportunity In Converge Technology Solutions Corp. (TSE:CTS)?

Price target decreased by 7.3% to CA$7.37

First quarter 2023 earnings: Revenues exceed analysts expectations while EPS lags behind

Converge Technology Solutions Corp. Appoints Avjit Kamboj to Chief Financial Officer

Investor sentiment deteriorates as stock falls 16%