Acquisition of Madison Financial Group Completes
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES OR TO U.S. PERSONS
Clime Investment Management Limited ACN 067 185 899 (ASX: CIW) (CIW or the Company) is pleased
to announce satisfaction of conditions precedent in the Share Sale Deed and resulting completion of the
acquisition of all of the issued share capital of each of Madison Financial Group Pty Limited, AdviceNet
Pty Ltd, WealthPortal Pty Ltd and Proactive Portfolios Pty Ltd ACN 141 064 717 (together, the MFG
Entities) from SC Australian Holdings 1 Pty Ltd (SC) (Acquisition).
As previously announced, on 2 June 2020, the Company entered into a Share Sale Deed with SC
pursuant to which the Company agreed to acquire all of the issued share capital in the MFG Entities for
an aggregate consideration of $4.4 million (Share Sale Agreement). Key terms of the Share Sale
• Transaction description: Clime to acquire all of the issued shares in the entities comprising the
• Consideration payable:
o A$4.4 million, subject to post-completion adjustment for working capital as at the
completion date for the acquisition.
o A$2.5 million of the consideration payable for the acquisition will be held in escrow with
A$1.25 million available for release after 12 months and a further A$1.25 million being
available for release after 24 months, subject in each case to payments to the Company
for claims and adjustments related to post-completion revenues of the MFG Entities.
• Reps and warranties: None provided as the MFG Entities are being acquired from a receiver.
MFG Entities provide licensing, compliance, technology and support to approx. 100 financial advisory
firms licensed under its Australian Financial Services License (AFSL). MFG Entities have around $3Bn in
funds under advice and total in-force insurance premiums of $65m, with total gross annual revenue
All MFG staff will transition with the business to Clime. Advisors licensed with MFG will significantly
benefit from the transaction by gaining access to clients from Clime’s existing 45,000 subscriber
database; a greater pool of quality investment opportunities for clients; and premium equities research
courtesy of Bell Direct
i hold CIW
so far has been unexciting but at least wasn't deep-fried in the spotlight of the Hayne Royal Commission