K2fly Ltd has executed a Business Sale Agreement (BSA) to acquire assets held by CSBP Ltd and Wesfarmers Chemicals, Energy & Fertilisers Limited (WesCEF) used in the operation of the ‘Decipher for Mining’ business. Decipher has been developed and operated by CSBP and WesCEF, subsidiaries of Wesfarmers. Decipher offers cloud-based software-as-a-service monitoring and compliance solutions in tailings management and rehabilitation for mining industry customers.
As a result of the proposed A$3.7 million share issuance transaction CSBP will also become the largest shareholder of K2fly, holding a 10.13% interest, with the ability for that interest to increase to 14.22% should all of the performance shares convert into ordinary shares.
In 2020, K2fly launched a suite of solution offerings to its predominantly mining customers globally and this acquisition adds solution breadth and customers specifically to our tailings monitoring and rehabilitation solutions as well as underlying platform capability andscalability.
Nic Pollock, K2fly’s Chief Commercial Officer said: “We have been partnered with Decipher for nearly a year now and we have found many synergies in our joint offering, go to market capabilities, and operational models that the acquisition was a logical combination. We are both lean startup companies and there is virtually no duplication and many upsides to the deal. We are pleased that Anthony Walker, the Decipher CEO, will be joining K2fly in a senior executive position as well as the core Decipher team.”
Anthony Walker, Decipher CEO said: “We have formed a very close working relationship with the K2fly team, and we all share a passion for delivering better ESG (Environmental, Social and Governance) monitoring and compliance outcomes to the mining industry and the communities in which they operate. This transaction will dramatically increase our pace of delivery on these aspirations.”
K2fly says it expects to dispatch to shareholders shortly a notice of meeting for the purpose of seeking approval of the acquisition, to be held in mid March 2021. Completion of the acquisition is expected to occur shortly after shareholder approval is received. K2fly CEO Brian Miller commented: “Following on from the Sateva acquisition, and in line with our strategy we continue to expand our own IP. We have already positioned Decipher within our own customer base and strategic partners, such as SAP. Having Decipher now in our own suite of products will enable us to further accelerate our growth in the mining software portfolio.”
Ian Hansen, WesCEF Chief Executive Officer said: “Decipher offers some of the best technology available to support rehabilitation and environmental services to the mining industry. Anthony Walker has built a strong team and a world class platform that K2fly is well placed to commercialise.”