AgJunction Inc. announced this week that the company has agreed to acquire Novariant through a merger transaction.
According to a news release from the company, which has offices in Hiawatha, AgJunction will issue common shares to Novariant shareholders. Combined, the two companies establish a pre-eminent position in automated steering and machine control technologies worldwide. Based in Silicon Valley, Novariant’s steering solutions are used in more than 60 countries. With approximately 55 employees worldwide, Novariant generated revenues of approximately $30 million in 2014.
According to the news release, there will be changes in headquarters and management. Upon closing of the transaction, the combined company will have approximately 200 employees worldwide and will be headquartered at Novariant’s corporate headquarters in Silicon Valley. The combined company plans to maintain additional offices in Kansas, Arizona, Pennsylvania, Canada and Australia.
Dave Vaughn, CEO of Novariant, will be appointed CEO of the combined company, with current AgJunction CEO Rick Heiniger serving as senior advisor to the CEO. In addition, Wes Dittmer will continue to serve as the combined company’s CFO.
Upon closing of the transaction, three Novariant directors will be appointed to the AgJunction board of directors. Current AgJunction directors Rick Heiniger and Barry Batcheller will not stand for re-election to their board positions to accommodate the incoming board appointments. Current AgJunction chairman Michael Lang will be appointed vice chairman and the resulting AgJunction board will consist of the following: John Ladd, chairman; Michael Lang, vice chairman; Mark Anderson, director; Paul Cataford, director; Jose Suarez, director; John Tye, director; Dave Vaughn, director.
Each of the directors and officers of AgJunction and Novariant have entered into support agreements, where each has agreed to vote their shares in favor of the transaction. Each party has agreed to pay a non-completion fee of $2 million to the other party, according to the agreement, which will be filed by AgJunction and be available for viewing by March 26 at www.sedar.com.
When contacted for a comment by the Hiawatha World, a spokesperson in Rich Heiniger’s office at AgJunction said they could not make any further comment at this time, but more information will be forthcoming.