Asure Software Inc. is acquiring iSystems Intermediate Holdco Inc. and Compass HRM.
ISystems Intermediate Holdco is a national provider of human capital management software for service bureaus, including independent payroll processors, banks and certified public accountants. Compass HRM is a reseller of Asure's human capital management offering.
The total consideration for the iSystems Intermediate Holdco acquisition is $55 million, which includes $32 million in cash, $18 million of Asure Software unregistered common stock and a $5 million seller note at 3.5% interest. Total consideration for the Compass HRM acquisition consists of $4.5 million in cash and a $1.5 million seller note.
The company amended its $75 million credit facility with Wells Fargo Bank to include a new lender, Goldman Sachs Specialty Lending, in line with the merger agreement. The amendment provides the company an incremental $40 million facility to make additional acquisitions.
In addition, Asure Software intends to offer and sell an undisclosed number of its common shares in an underwritten public offering. Roth Capital Partners is serving as the sole book-running manager for that offering.