Satellite navigation solutions specialist Trimble is to acquire privately-held TMW Systems, a developer of enterprise software for the transportation and logistics sector, for approximately US$335m in cash.
Trimble stated that both its board of…
Satellite navigation solutions specialist Trimble is to acquire privately-held TMW Systems, a developer of enterprise software for the transportation and logistics sector, for approximately US$335m in cash.
Trimble stated that both its board of directors and the majority owners of TMW, Pamlico Capital, have approved the purchase agreement and the transaction is expected to close in the fourth quarter of 2012, subject to customary closing conditions.
To fund the purchase, Trimble will draw down from its existing US$1.1bn credit facility, which comprises a US$700m five-year revolving credit facility and a US$400m 5-year term loan.
The financing was secured back in May 2011 in order to help fund Trimble’s US$451m purchase of Tekla Corporation as well as to repay the US$151m outstanding under its existing 2007 term loan facility. It also has the option to be increased by US$300m at Trimble’s discretion.
Trimble stated that the acquisition is expected to be slightly dilutive in Q4 2012 due to the impact of a one-time, non-cash write-down on a portion of TMW System’s deferred revenue. However, it foresees the purchase becoming accretive in 2013/ TMW reported trailing twelve month revenue of approximately US$96m.
TMW’s core product is a transportation software platform that helps organise and analyse transportation firms’ shipping business. The software is currently integrated with Trimble’s satellite tracking technology on more than 3,000 fleets worldwide.
Commenting on the deal, Ron Konezny, general manager of Trimble’s transportation and logistics division, said: “This highly synergistic combination provides the potential for creating uniquely innovative solutions for the customer. TMW brings a history of robust double digit growth, invention and strong financial performance. With more fleets deploying information-based solutions to improve business performance, the tight integration enabled by this transaction can offer a more comprehensive and seamless solution, enabling a continuous flow of information between customer, shipper, carrier and driver.”
Weil, Gotshal & Manges acted as legal counsel to Trimble on the acquisition, while King & Spalding provided legal advice to TMW.
