Video by Prophecy International Pty Ltd
Highlights of the transaction include:
- Transformational merger between Prophecy and Complexica combining two leading technology businesses to create an ASX-listed ‘AI pure play’ software company with immediately enhanced scale and exciting growth prospects
- Proposed Merger has the potential for significantly accelerated revenue opportunities assisted by complementary and reciprocal product synergies, refreshed branding leveraging Complexica’s AI pedigree and potential for international expansion
- Larger and more competitive business to remain listed on ASX and be re-named Complexica Group Limited
- Prophecy will issue c.45.3 million fully paid ordinary shares to Complexica shareholders and c.2.2 million Zero Exercise Price Options to Complexica option holders upon Completion (total of 47.5 million securities issued)
- Complexica Shareholders to hold 38.0% and Prophecy Shareholders to hold 62.0% of the ordinary shares of MergeCo following Completion
- Prophecy intends to undertake an on-market share buyback of up to $1.5 million, subject to completion of the Proposed Merger
The combination of Prophecy and Complexica is underpinned by compelling rationale:
- Powerful business repositioning – refresh Prophecy branding leveraging Complexica AI pedigree
- Optimised product offering – strong complementary and reciprocal product synergies identified
- Accelerated organic growth opportunities – immediate opportunities for cross selling and international expansion
- Immediately enhanced scale – driving increased liquidity, investability and access to capital
- Future M&A capability – creates a platform for future inorganic growth
“The Proposed Merger represents a transformational milestone for Prophecy, uniting our best-in-class
enterprise applications and 40+ year track record of serving blue-chip customers with Complexica’s
market-leading AI capabilities. Together, we are creating an AI-first, end-to-end solution that will be the
first of its kind on the ASX. The Complexica team shares our strategic vision, and we are excited by the
compelling product synergies and significant growth opportunities that will be unlocked through the
proposed merger of our businesses.”Ed Reynolds - Prophecy’s Chairman
For information, please visit the ASX announcement and investor presentation