COGNOSEC completes the acquisition of 100% of the shares of INTACT SOFTWARE DISTRIBUTION – 22nd September 2017

INTACT generated revenue of EUR506k and EBITDA EUR18k in 2016 and revenue of EUR745k and EBITDA of EUR38k in 2017 and possesses extensive cyber-specific distribution expertise

Consideration EUR235k comprised EUR47k cash & EUR187k value COGS shares satisfied by the issue of 550,000 shares at EUR0.341.

Cognosec AB (publ) (“Cognosec” or “The Company”), (Nasdaq: COGS), a leading supplier of cyber security solutions with operations in Europe, Africa and the Middle East, has completed its acquisition of South Africa-based INTACT SOFTWARE DISTRIBUTION. The acquisition is in line with Cognosec’s strategy to expand business areas to cover the sale and distribution of software technologies over the internet.

Cognosec AB today announces the completion of the acquisition of INTACT SOFTWARE DISTRIBUTION (“INTACT”) pursuant to previous directives published 16th June 2016 and as at 22nd September 2017, the acquisition of 100% of the shares of INTACT.

INTACT is an SA-registered company with offices in Cape Town & Johannesburg. The transaction has been completed by Cognosec AB and will be injected into subsidiary, Credence Security.

INTACT is a specialist Digital Software Distribution Business, speciailising in providing cyber solutions from tier-one vendors by portal and established by pioneers of digital software distribution. The business is well established and EBITDA positive recording revenues of over EUR506k and EBITDA of EUR18k in the full financial year 2016 and revenues of over EUR745k and EBITDA of over EUR38k in the full financial year 2017.

The acquisition of INTACT improves Cognosec’s competitive advantage for both vendors and customers alike. This addition also expands Credence Security’s current product portfolio to incorporate cyber security solutions for secure operation centers, network operation centers, SIEMs, datacenters, mobile platforms, virtualized environments as well as providing critical fraud prevention solutions into the technology, media, telecommunications, financial and also our burgeoning public sector business.

Commenting upon the acquisition of the business by Cognosec AB, Simon Campbell-Young, INTACT’s Co-founder & CEO, says “We are delighted that the INTACT Team will be joining this tremendously exciting phase of growth within the Cognosec family. We have spent many years building our business within the territories and we can now escalate and accelerate our offerings through the enviable synergies that are now offered as part of a much larger Group.”

Patrick Boylan, Group MD of Cognosec AB commented – “The acquisition of INTACT is a strategic and wholly positive addition to our family and provides our expansive businesses with improved access to proven vendor relationships directly in our core horizontals and also enhances our vertical sector strengths with a broader pool of vendor relationships for our clients to chose from.”

The transaction included the acquisition of 100% of outstanding shares for a cash consideration of EUR47k and EUR187k value Cognosec AB satisfied by the new issue of 550,000 shares at EUR0.34 resulting in 257,729,500 issued shares from 257,179,500 previously and a dilution of 0.2%. Change in Share Capital 1,375SEK and Share Capital at today’s date 644,023.75SEK. The acquisition has been funded from internal resources. No external debt has been required to complete this transaction. There will be no other impact on Cognosec AB’s balance sheet.

¹ This transaction completed in ZAR. At the time of this release, the conversion rate 1ZAR = 0.0632786EUR