Origin Merchant Partners (“Origin”) is pleased to announce it was the Independent Financial Advisor to Softchoice Corporation (“Softchoice” or the “Company”) (TSX:SFTC) on its sale to Worldwide Technologies Holding Co., LLC (“World Wide Technology” or “WWT”).

The two companies have entered into an arrangement agreement (the “Arrangement Agreement”) for Softchoice to be acquired by WWT, via an all-cash transaction (the “Transaction”), which values Softchoice at an enterprise value of approximately C$1.8 billion.  Based on the Company’s reported financial results for the trailing twelve months to September 30, 2024, the Consideration values the Company at an EV to Adjusted EBITDA multiple of ~13.2x. This acquisition will add new capabilities to WWT’s software, cloud, cybersecurity, and AI offerings to provide a comprehensive solutions portfolio across the full spectrum of the digital transformation journey.

Birch Hill Equity Partners (“Birch Hill”) and each of the directors and senior officers of the Company, representing approximately 51.3% of the outstanding shares of Softchoice, have entered into voting support agreements under which they have agreed, among other things, to support and to vote all shares held by them in favour of the Transaction. The voting support agreements terminate automatically upon termination of the Arrangement Agreement.

This engagement builds on Origin’s independent advisory practice for large public transactions and the product of our efforts to build on our expertise with leading financial sponsors.

Softchoice Corporation is a Software and Cloud-Focused IT solutions provider that equips organizations to be agile, innovative, and secure, and people to be engaged, connected, and creative at work. They deliver secure, AI-powered cloud and digital workplace solutions supported by advanced software asset management methodology and capabilities.

World Wide Technology Holding Co., LLC, is a global technology solutions provider leading the AI and Digital Revolution, that combines the power of strategy, execution and partnership to accelerate digital transformational outcomes for large public and private organizations around the world. Through its Advanced Technology Center, a collaborative ecosystem of the world’s most advanced hardware and software solutions, WWT helps customers and partners conceptualize, test and validate innovative technology solutions for the best business outcomes and then deploys them at scale through its global warehousing, distribution and integration capabilities.

Deal team: Jim Osler, Artem Krylov, Andrei Rojine, Charlie Pennock

Press release: Softchoice Corporation and World Wide Technology Enter Into Definitive Agreement for Softchoice to Be Acquired by World Wide Technology at a Price of C$24.50 Per Share | Business Wire

Origin Merchant Partners (“Origin”) is pleased to announce that it Provided a Fairness Opinion to the Special Committee of Environmental Waste International (“EWS”) on its proposed acquisition by Hydrotrux Group Ltd. (“Hydrotrux”).

Environmental Waste International  specializes in eco-friendly systems for the breakdown of organic materials, including tires. The Company has spent over 15 years engineering systems that integrate the EWS patented Reverse Polymerization™ process and proprietary microwave delivery system. EWS’s unique microwave technology safely processes and recycles waste tires, while recovering highly valuable commodities, including carbon black, oil and steel. Each unit is designed to be environmentally safe, energy efficient, and economically profitable for the operator.

Hydrotrux provides decarbonization solutions for a sustainable future primarily by converting heavy goods vehicles (HGVs) to run on hydrogen fuel. Their expertise in H2 conversion technology for HGV’s combined with their tech partnerships position Hydrotrux as a leader in crafting comprehensive decarbonization plans. Their holistic approach addresses the reduction of carbon emissions and provides enhanced energy efficiency and a cost-effective pathway towards a greener tomorrow.

Mark Ernst Robert Fedrock

Origin Merchant Partners (“Origin”) is pleased to announce that it acted as Financial Advisor to Armstrong Monitoring  (“Armstrong”) on its sale to Greystone Energy Systems (“Greystone”).

Armstrong Monitoring will operate within the Bemsiq Group as a wholly owned subsidiary of Greystone Energy Systems. The transaction will accelerate Armstrong’s growth and development, and secure Armstrong’s status as the innovation leader in the growing gas detection space. The team at Origin advised Co-CEOs and owners Joanne Johnson and Rod Sprules. The transaction highlights Origin’s independence and expertise in the HVACR industry. Origin’s long-standing relationship with the owners created the trust needed to assist with this important mandate for the company.

Armstrong Monitoring, founded in 1981 and based in Ottawa, Canada, designs, develops, manufactures, and services proprietary monitors, systems, transmitters, sensors, and accessories for commercial, industrial, and military gas detection applications.

Greystone Energy Systems has over 30 years of experience designing, manufacturing, and supplying HVAC sensors and transmitters for building automation management systems. Headquartered in Moncton, New Brunswick, their global family consists of 9 locations globally, including regional sales offices in Dubai, India, Singapore, and Malaysia.

Joanne Johnson and Rod Sprules, P.Eng. commented “the team at Origin has the experience to work on a variety of transactions, while also being cognizant of our needs. Their support in managing a confidential marketing process and closing our transaction was invaluable. On a personal note, we are incredibly grateful for the genuine care and constant support and availability Scott and Will provided throughout.”

Scott Sims