IHS and Markit has announced the signing of a definitive agreement under which the companies will combine in an all-share merger of equals. Based on the closing prices of IHS and Markit common stock on 18 March 2016, the implied equity value of the transaction is more than US$13 billion. The transaction has been unanimously approved by the Board of Directors of each company.
Upon completion of the merger, the combined company will be renamed IHS Markit and will be headquartered in London, with certain key operations based in Englewood, Colorado. IHS shareholders will own approximately 57% and Markit shareholders will own approximately 43% of the combined company on a fully diluted basis. IHS shareholders will receive 3.5566 common shares of IHS Markit for each share of IHS common stock, which based upon the IHS closing price of $110.71 on 18 March 2016, implies a per share price of Markit common shares of $31.13.
IHS Markit, with non-overlapping customers and products, will have more than 50,000 key customers, including 75% of the Fortune Global 500, creating significant cross-selling opportunities across multiple commercial industries and governments.
The combined company’s reported results for fiscal year 2015 include approximately: $3.3 billion in revenue, $1.2 billion in adjusted earnings before interest, taxes depreciation and amortization (EBITDA), and $800 million in free cash flow.
“This transformational merger brings together two information-rich companies to create a powerful provider of unique business intelligence, data and analytics to a broad and complementary customer base,” said Jerre Stead, IHS chairman and chief executive officer. “IHS Markit and its shareholders will benefit from enhanced product innovation to deliver strong returns across economic cycles.”
Stead will assume the role of Chairman of the board of directors and chief executive officer of IHS Markit. Lance Uggla, Markit chairman and CEO, will be President and a member of the board of directors.