Cadmus-Provenco merger talk hots up

Cadmus Technology today announced a share and option placement in a move that could be a precursor to a merger with fellow electronic payments company Provenco.

Some 31 million shares were placed at 20c each plus 6 million options at 22c each. Cadmus had 240.8 million shares on issue.

Today's placement was made to fund managers and a number of wealthy and professional investors.

NZPA also understands the placement was not to The Warehouse founder Stephen Tindall, South African-born, Australian-based Duncan Saville, nor Navman founder Peter Maire, who each have substantial stakes in Provenco and are believed to be driving merger moves.

As well as having a 5 per cent stake in Provenco, Mr Maire owns 17 per cent of Cadmus.

Cadmus' South African-born chairman Keith Phillips said there was substantial market support for the companies to merge and both he and his board would welcome moves in that direction.

There had been no formal talks or company-to-company discussions.

"There isn't anything officially happening at this particular point," he told NZPA.

"I would see real advantages in a get-together."

"The board of Cadmus are keen to consolidate this industry to scale up the businesses as best we can."

Mr Phillips said the New Zealand companies had advanced technology and "the more we can consolidate to take on the international market the better off we'll be as companies.

"We would welcome discussions with other players."

Some shareholders and management wanted the New Zealand companies to form an international front.

"It's something that I personally would support."

He said New Zealand business's biggest problem was scaling up to become international players.

"But there is a whole set of issues... to be sorted out in terms of people's positions and egos and shareholder values and that sort of stuff before anything like that happens."

Timaru millionaire Allan Hubbard, who has a stake in Cadmus and participated in the placement, told NZPA he supported a merger.

"They are both in the same field. It's a highly technical field, so the two New Zealand companies would go quite well, I would have thought."

Cadmus signalled the money raised would be used to continue its growth strategy "that includes acquisition and or amalgamation of similar and compatible entities".

Mr Phillips said he would be extraordinarily disappointed if competition regulators prevented a merger even though together they dominated. The local market was tiny and both companies were focused on expanding overseas.

"We are trying to compete internationally, not in the domestic market and we are sitting in one of the world's smallest market places. If we can't actually form up to take on the international world it would be a great pity for New Zealand business."

Provenco was strong in the petrol station forecourt market whereas Cadmus' strength was in retail outlets, taxis and vertical "solutions".

The new investors, due to be named within 24 hours, supported industry consolidation, Mr Phillips said.

"I know they are mostly global players who understand the need for critical mass to scale up a business.

"They are probably not investing in these companies based on the domestic market-place. They see genuinely the opportunity to do something quite big in this space."

The reclusive Mr Saville, who was a founding investor in Infratil, bought into Provenco this month via General Provincial Insurance.

He is a secretive, sometimes controversial and very wealthy company turnaround investor who worked for Sir Ron Brierley's Hong Kong-listed Industrial Equity Pacific in the '80s.

He is the controlling shareholding in ERG, an Australian-listed IT business with investments in electronic ticketing, that may also be folded into a merged Cadmus-Provenco.

Described by Mr Maire as a billionaire, Mr Saville has had some failed investments and in a court case involving one of these, a New South Wales District Court judge said part of his evidence was "obviously totally false".

Shortly after taking a stake in Provenco, Mr Maire merged Cadmus with Australian IT company Intellect Holdings Group, which itself was being restructured by Mr Saville.

Mr Maire told the Sunday Star-Times the Cadmus-Intellect Holdings merger was driven by the need to scale up.

"In this business you get global significance or you get eaten alive."

Cadmus, whose shares fell 1c to 21 cents today, has a market capitalisation of $50 million compared with Provenco's $117m.

Mr Maire said a merger of the New Zealand companies and ERG would have a market capitalisation of around $370m, which could quickly become $500m if synergies were realised.

"I leave you to draw your own conclusions, but there is certainly a lot of room for us all to co-operate more."

- NZPA