Freelance.com SA signed a memorandum of understanding to acquire Helvetic Payroll Group for CHF 57.2 million.
September 19, 2021
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Freelance.com SA (ENXTPA:ALFRE) signed a memorandum of understanding to acquire Helvetic Payroll Group for CHF 57.2 million on September 20, 2021. Underlying companies will also be included in the transaction, namely, Helvetic Payroll SA (HP Geneva), Helvetic Payroll Zurich AG (HP Zurich) and 3P Financial Services SA (3PFS). This planned acquisition will be concluded partly in cash and partly in freelance.com BSAs (after approval from Freelance.com SA shareholders). Main terms and conditions of the BSAs include: 7.5 million BSAs (Parity: 5 BSAs will give entitlement to 1 new freelance.com share), equating to around 1.5 million potential Freelance.com SA shares upon exercise. The BSAs will not be listed. The transaction will be financed by new bank loans and an exchange of securities with all of Helvetic Payroll's shareholders. The transaction is subject to conditions precedent, including approval from Freelance.com SA shareholders in an Extraordinary General Meeting to be held on October 28, 2021. The transaction has been approved by the Board of Directors of Freelance.com SA. The acquisition, which significantly enhances Freelance.com SA's earnings.
Freelance.com specializes in providing intellectual services to large businesses, small and medium-sized businesses, and independent entrepreneurs. Net sales break down by activity as follows:
- free-lance service (52.6%): services provided in the fields of computers (information system development and implementation, network architecture configuration, integration of ERP solutions, Internet technology design and implementation), consulting, marketing, communication and formation via almost 4,500 independent consultants and more network. Moreover, Freelance.com develops operates an automated marketplace intended to connect computer service providers (computer service companies, consulting firms, etc.) with each other in order to optimize the management of their contracts with each other;
- salary contracting (47%): the group offers independent workers the possibility of obtaining employee status, taking complete charge of their administrative, tax, legal, and corporate affairs;
- other (0.4%).
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