SoftwareOne Holding AG and Crayon Group Holding ASA, both software and cloud solutions providers, have announced plans to merge through a voluntary stock and cash offer by SoftwareOne to acquire all outstanding shares in Crayon. The combined entity will generate approximately CHF 1.6 billion in revenue, operate in over 70 countries, and employ around 13,000 people globally.
Key transaction details include:
- Offer Structure: Crayon shareholders will receive 0.8233 new SoftwareOne shares and NOK 69 in cash for each Crayon share, equating to a value of NOK 144 per share.
- Valuation Premium: The offer values Crayon at NOK 172.5 per share, representing a 36% premium, and SoftwareOne at CHF 10 per share, reflecting a 38% premium based on undisturbed share prices.
- Synergies: The merger aims to achieve CHF 80-100 million in cost synergies within 18 months, adding to SoftwareOne’s earlier announced cost savings of CHF 50 million. Revenue synergies are also anticipated due to the complementary nature of both businesses.
- Shareholder Support: Founding shareholders of both companies, holding 29% (SoftwareOne) and 5% (Crayon) of share capital, respectively, have committed to supporting the transaction.
- Leadership Structure: Post-merger, Crayon will appoint two board nominees, and Raphael Erb and Melissa Mulholland will serve as Co-Chief Executive Officers.
- Timeline: The transaction is expected to conclude by Q3 2025, subject to customary regulatory approvals, a minimum acceptance threshold of 90% of Crayon shares, and SoftwareOne shareholder approval.
Strategic Advantages
The merger aligns two global leaders in software and cloud solutions, creating a company poised to address a USD 150 billion market driven by trends such as public cloud adoption, data and AI innovations, and heightened focus on cloud spend management and security.
Market Expansion and Customer Reach
The combined company will:
- Capitalize on a broader customer base and complementary geographical footprints.
- Reinforce relationships with hyperscalers and expand global vendor access.
- Increase SME coverage using SoftwareOne’s digital sales hubs and Crayon’s channel platform.
Efficiency and Value Creation
The merger is projected to deliver:
- CHF 80-100 million in cost synergies through operational efficiencies and integration.
- Revenue growth via enhanced cross-selling and up-selling opportunities and access to larger customer accounts.
- EPS accretion of approximately 25% by 2026, rising to over 40% excluding implementation costs.
With this strategic combination, SoftwareOne and Crayon aim to deliver enhanced value to customers, vendors, and shareholders, while scaling their impact in the rapidly growing software and cloud solutions market.
Daniel Von Stockar, Founding Shareholder and Chairman of The Board of Directors of SoftwareOne, said “We are excited to announce a new chapter for SoftwareOne and Crayon. This is a unique opportunity to bring together our complementary businesses, highly qualified teams and shared values based on entrepreneurial spirit. The business combination sets the stage for any ownership scenario, and we will now focus our efforts on completing the transaction successfully and integrating. The compelling strategic rationale and substantial synergy potential are set to create significant value for our shareholders, including those joining from Crayon.”
“We see a fast-growing market opportunity as organisations continue to drive digital transformation,” added Raphael Erb, Chief Executive Officer of SoftwareOne. “Together with Crayon, we will have a broad global presence with extensive local reach, strong hyperscaler partnerships, including with Microsoft, and enhanced service offerings to meet customer needs. Building on our strong value-based foundations as leading global providers of software and cloud solutions, we will be very well positioned to drive accelerated growth and improved profitability.”
Rune Syversen, Founding Shareholder and Chairman of the Board of Directors of Crayon, said “When we established Crayon in 2002, we had four goals: to be the customer’s trusted advisor, to deliver with quality, lead with integrity and recruit the best people. Twenty-two years later, delivering on these goals has been fundamental to our success in becoming a global leader in IT and tech services. Combining Crayon and SoftwareOne will create an even stronger global player as we represent complementary businesses with substantial synergy and profitable growth potential that will generate significant value for our shareholders and employees.”
“By combining the strengths of Crayon and SoftwareOne, we are in a unique position to grow our global footprint and deliver exceptional value to our partners and customers as well as capitalise on new market opportunities. Our strong hyperscaler partnerships, including with Microsoft, will give us a strengthened services offering that will meet future customer needs,” said Melissa Mulholland, CEO of Crayon. “I look forward to working with the SoftwareOne team, and my main priority is to ensure that our strong entrepreneurial and people-first culture remains the driving force in building our future together.”
“SoftwareOne and Crayon have been strategic channel partners for Microsoft, and we are grateful for the work both companies have done to serve our joint customers over the years,” said Judson Althoff, Executive Vice President and Chief Commercial Officer of Microsoft. “As these companies come together, I’m excited to see the added value it will bring customers such as broader geographical coverage and enhanced service offerings to support their business transformation needs.”
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