Transaction overview
Plenary Americas, a subsidiary of Caisse de dépôt et placement du Québec, acquired Information Services Corp (ISC) for $1.2 billion in an all-cash deal announced on November 8, 2023. The transaction values each share at $51 and involves the acquisition of 100% equity stake. ISC is a digital services firm that specializes in managing public data and records through long-term government contracts.
Deal structure and financing
The exact details of the deal's financing have not been publicly disclosed, but it can be inferred that Plenary Americas likely used a mix of debt and equity to fund the acquisition. Barclays Capital served as lead financial advisor for Plenary Americas during this transaction. ISC will retain its headquarters in Regina, Saskatchewan, and maintain special voting rights for the provincial government through a "golden share" agreement. The deal includes break fees: if ISC terminates the agreement without cause, it would pay Plenary Americas $55 million; conversely, Plenary Americas must pay ISC $66 million if the transaction does not proceed.
Strategic context
Plenary Americas’ acquisition of ISC was driven by its desire to expand into digital services and secure long-term government contracts. The deal also provides an opportunity for Plenary Americas to leverage ISC's existing infrastructure and strong relationships with public sector entities in Saskatchewan. On the seller side, the government of Saskatchewan sought to maintain control over a company that plays a critical role in managing provincial data and records, ensuring it remains independent while still benefiting from the acquisition’s financial upside.
ForISC, the move was prompted by activist investor Matthew Proud's campaign which highlighted ISC's potential for growth and better valuation. The strategic review launched as a result of this pressure led to the sale process that ultimately brought Plenary Americas into the picture. The $51 per share offered by Plenary represents a significant premium over ISC’s trading price before the announcement, reflecting the value it sees inISC’s portfolio of contracts and operational independence.
Regulatory path
The acquisition is subject to regulatory review primarily in Canada due to its size and the involvement of provincial government interests. As both parties are based in Canada, the Competition Bureau would be involved along with potential scrutiny from provincial regulators overseeing public sector contracts. Given ISC's critical role in managing public data for Saskatchewan, additional oversight may come from local authorities to ensure that the deal aligns with the province’s economic and employment objectives.
The specific timelines and remedies required remain undisclosed, but Plenary Americas is expected to cooperate fully with any regulatory reviews necessary to complete this transaction.