Bell Gully Advises On Two Significant Inbound Technology Acquisitions

Bell Gully is proud to have advised the purchasers on two significant proposed acquisitions of New Zealand software companies: the acquisition by Lightspeed POS Inc. (NYSE: LSPD) (TSX: LSPD) (Lightspeed) of Vend Limited (Vend), a cloud-based retail management software company, and the acquisition by Bentley Systems, Incorporated (NASDAQ: BSY) (Bentley Systems) of Seequent Holdings Limited (Seequent), a global leader in 3D modeling software for geosciences.

Lightspeed is a leading provider of cloud-based, omnichannel commerce platforms, headquartered in Montreal, Canada and listed on the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX). Lightspeed powers complex small and medium-sized businesses with its cloud-based, omnichannel commerce platforms in over 100 countries. With smart, scalable and dependable point of sale systems, Lightspeed provides all-in-one solutions that drive innovation and digital transformation within the retail, hospitality and golf industries. Its product suite enables SMBs to sell across channels, manage operations, engage with consumers, accept payments and ultimately grow their business.

Vend is headquartered in Auckland, New Zealand with operations in Australia, Canada, the United States and the United Kingdom. Vend's POS product and service offering covers POS software, inventory management, e-commerce, customer loyalty, and reporting analytics, which allow retailers to run their businesses in-store, online, and via mobile.

Lightspeed will acquire Vend for total estimated consideration of approximately US$350 million, to be satisfied by way of payment on closing of approximately US$192.5 million in cash and the issuance of subordinate voting shares in the capital of Lightspeed valued at approximately US$157.5 million. The transaction, which is subject to customary closing conditions and a post-closing working capital adjustment, is expected to close towards the end of April, subject to the receipt of applicable regulatory approvals.

The Bell Gully team advising Lightspeed was led by partners Dean Oppenhuis and James Gibson and included senior associates Alex Bond and Gabby Smith.

Bentley Systems is a leading infrastructure engineering software company headquartered in Pennsylvania, United States and listed on the NASDAQ Stock Market. Bentley Systems provides innovative software solutions used by professionals, and organisations of every size, for the design, construction, and operations of roads and bridges, rail and transit, water and wastewater, public works and utilities, buildings and campuses, and industrial facilities. Bentley Systems employs more than 4,000 people and generates annualised revenues of more than US$800 million in 172 countries.

Seequent – Bentley's “digital twin" – was founded and headquartered in Christchurch and is a leader in software for geological and geophysical modeling, geotechnical stability, and cloud services for geodata management, visibility, and collaboration. Seequent has more than 400 employees in 16 countries, with customers in over 100 countries including the world's top mining companies.

Bentley will acquire Seequent for US$1.05 billion, comprising US$900 million in cash, subject to adjustment, plus 3,141,361 Bentley Systems Class B shares. The transaction is subject to customary closing conditions and regulatory approvals.

The Bell Gully team advising Bentley was led by partners James Gibson, Anna Buchly and Jennifer Coote, and included senior associates Chris Hodges and Alex Bond.

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