Recent Unsolicited Non-binding Acquisition Approach

For immediate release, 7 February 2025

Recent Unsolicited, Non-binding Acquisition Approach and Discontinued
Discussions
ikeGPS Group Limited (IKE) (NZX: IKE / ASX: IKE) advises that in late 2024 it received an unsolicited,
confidential, non-binding approach from a large, credible private equity group (“Potential Acquirer”) to
potentially seek to acquire IKE.
Following negotiations, entry into a short period of exclusive due diligence, and soundings under
confidentiality & stand-still agreements from several major shareholders, IKE considers that the
Potential Acquirer’s final offer of approximately NZ$1.00 per IKE share representing an approximately
+62% premium to IKE’s share price as of 5 February 2025, has no realistic chance to secure sufficient
support from shareholders to effect a scheme of arrangement. Accordingly, IKE has discontinued
discussions with the potential acquirer.
Further details:
 IKE was approached, on a confidential and non-binding basis, by the Potential Acquirer,
about the acquisition of 100% of IKE’s shares, to be effected by way of a scheme of
arrangement. The proposal was conditional on a number of material matters including
the Potential Acquirer undertaking detailed due diligence.
 After seeking appropriate advice from its legal and financial advisers, the Board of IKE
assessed that the indicative valuation range presented by the Potential Acquirer was
sufficient to justify granting this short period of exclusive due diligence with a view to the
Potential Acquirer providing a subsequent firm offer that was sufficiently compelling to
justify putting before all of IKE’s shareholders.
 The firm offer from the Potential Acquirer was received late-January. This equated to
approximately NZ$1.00 per IKE share, an approximately +62% premium to IKE’s current
share price. This equated to an enterprise value of approximately NZ$165-170m.
 The current construct of IKE’s share register is such that without the key support of its
largest few shareholders, no takeover transaction can be successful. Having undertaken
direct, confidential discussions, under stand-still agreements from these specific
shareholders, IKE’s Board determined that a transaction at this price has no realistic
chance of securing sufficient support.
 IKE’s Board therefore concluded that continuing to devote resources and incurring the
very significant costs to progress this specific process would not be in the best interests
of the Company and its shareholders and has accordingly ceased discussions.
IKE continues to focus on its growth strategy targeting the delivery of distribution network software
for the North American and other international electric utility and communications markets. The IKE
Board considers that the Company’s delivery of this strategy will support the valuation expectations
of its shareholders in the medium term. IKE also believes that the increasing levels of M&A activity in
this space is being driven by the multi-decade market tailwinds tied to the requirement to increasing
electrical grid resilience and capacity.
IKE’s latest performance update for the 3Q FY25 period to December 2024 can be viewed at
https://www.nzx.com/announcements/445776.

2
IKE also notes that the month of January 2025 continued to be strong operationally with
approximately NZ$2.6m of contracts closed, a strong cash and net receivables position of NZ$14.5m
(NZ$8.4m cash plus NZ$6.1m net receivables) that is expected to continue to increase by the end of
the current quarter, and a strong sales opportunity pipeline with more tier-1 electric utility customers
expected to materially increase run rate ARR in the short term.
IKE will keep the market informed of any further developments in compliance with its continuous
disclosure obligations but does not expect to provide any further information on the above approach
nor respond to any speculation.

ENDS

About IKE
We are IKE, the PoleOS™ Company. IKE aims to be the Standard for collecting, analysing and
managing pole and overhead asset information for electric utilities, communications companies,
and their engineering service providers.
The IKE platform enables customers to enhance speed, quality, and safety in the design,
construction, and maintenance of distribution assets.
The core revenue engine for IKE is driven by the number of enterprise customers subscribing to the
IKE platform and the volume of assets (called Transactions) being processed through IKE’s
software.
Contact:
Glenn Milnes
CEO
+1 720-418-1936
glenn.milnes@ikegps.com

Simon Hinsley
Investor Relations
+61-401-809-653
simon@nwrcommunications.com.au

ikeGPS Group Limited
329 Interlocken Parkway, Suite 120, Broomfield CO 80021, USA
Office: +1 303 222 3218
www.ikegps.com