Hugh Humphrey

Despite a surprise bid for Diverger, Count CEO Hugh Humphrey is clear that their position is they have a “great deal” with Diverger which is slated to be completed in February.

A rival bid to acquire Diverger was confirmed on the ASX on Monday morning after a media report in the Australian Financial Review announced the offer from COG Financial Services.

The Sydney-based COG has until now kept a low profile in the industry and did not respond to a request for comment.

Count’s acquisition plans were announced in September – which unlike the non-binding COG offer – had been coordinated by both parties.

“[Count’s offer] been unanimously supported by all of the Diverger board directors including the HUB24 appointed director,” Humphrey tells Professional Planner.

“HUB is the major shareholder of Diverger and supported the proposal and declared they’ll vote in favour of the deal as well and all of that is in absence of a superior proposal as well and that’s the case as we stand today.

“In any event, we have a matching right in our bid anyway so there’s obviously opportunities there.”

For Count’s deal, Humphrey says the scheme arrangement documents are nearing completion which are in final review soon to be delivered to ASIC within the week.

Additionally, the independent expert report appointed by Diverger to review the deal is also nearing completion.

The transaction has a planned completion date for 27 February 2024. “We’re right in the thick of it, getting it done,” Humphrey says.

Humphrey is adamant that Count is the superior deal due to the backing of the Diverger board and key investors off the back of months of preparation and coordination between the two companies.

“Our proposal doesn’t depend on a whole lot of caveats including things like capital raises or big questions around how things get funded,” Humphrey says.

“We’ve done the work, we’ve been in there for four months doing really detailed analysis. You’ve got to really know what you’re doing to assess and manage the risk around those components and we’ve done all that work.”

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