Aussie ISV Bigtincan withdraws LiveTiles aquisition bid

ASX-listed software company Bigtincan Holdings has revealed it has withdrawn its proposal to acquire Aussie-born Microsoft ISV partner LiveTiles.

The company claimed it received “very limited engagement” from LiveTiles and that it was not granted access to due diligence, ultimately deciding to withdraw its offer of $0.07 per share.

“While Bigtincan continues to believe a combination of LiveTiles and Bigtincan is a compelling opportunity for both company’s shareholders, in light of the recent developments at LiveTiles and the lack of genuine engagement to date, Bigtincan has decided to withdraw its proposal,” its announcement read.

LiveTiles disputed the claim, saying it offered access to due diligence “to provide it with the opportunity to provide an increased offer that better reflected the value” of LiveTiles. The company claimed Bigtincan declined to sign a non-disclosure agreement, which had terms aimed to protect LiveTiles’ intellectual property and interests.

“On this basis, LiveTiles was unable to properly engage with Bigtincan in relation to its [non-binding indicative offer],” LiveTiles’ announcement read.

LiveTiles added it is working with US-based advisory firm Atlas Technology Group to “explore strategic opportunities” and “evaluate opportunities to maximise shareholder value”, adding that it has held preliminary discussions with other parties that have expressed interest in the company.

In Bigtincan’s announcement, the company said the proposal “was subject to a number of conditions, including completion of satisfactory due diligence, reasonable access to management and no material change to LiveTiles’ assets or prospects.”

The company noted LiveTiles’ acquisition of My Net Zero on 18 October, which happened after Bigtincan submitted a proposal earlier that month.

Bigtincan added there were also some personnel changes during the period, including the departures of LiveTiles co-founder, chief experience officer and executive director Peter Nguyen-Brown and non-executive chair and board director Marc Stigter on 27 October.

Also mentioned was an announcement from LiveTiles advising that shareholder Regal Funds Management wanted to hold a general meeting to remove Jesse Todd, Vanessa Ferguson and Kevin Young from the company’s board and replace them with Mike Ryan and Peter George as independent non-executive directors.

Bigtincan’s proposal to acquire LiveTiles was confirmed in early October after the latter responded to an Australian Financial Review Street Talk column, saying Bigtincan offered to acquire the company for $0.07 per share through an unsolicited, indicative and non-binding proposal.

Also based in the US but with roots in Australia, Bigtincan specialises in sales enablement software solutions, including content management, training, coaching and buyer interaction.

LiveTiles develops intranet and digital workplace software built on Microsoft technology. Founded in 2012, the company was spun off from Office 365, Azure and SharePoint consultancy nSynergy. The consultancy was sold to Rhipe in 2015 and LiveTiles was listed on the ASX the same year through a reverse acquisition with Western Australian mining company Modun Resources.