WeCommerce Holdings Ltd. announced the successful closing of the previously-announced acquisition of substantially all of the assets of Archetype Themes Inc. (“Archetype”) for US$20 million upfront and contingent consideration of up to US$12 million (the “Acquisition”).
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“We are thrilled to officially welcome Archetype to the WeCommerce family”
Archetype, a leading designer and developer of premium themes used by over 60,000 Shopify merchants, will continue to operate as an independent brand following closing. The Acquisition is expected to be accretive to WeCommerce’s consolidated revenues and operating margins, and advances WeCommerce’s strategy to build, acquire and invest in the world’s top Shopify technology businesses.
“We are thrilled to officially welcome Archetype to the WeCommerce family,” said Alex Persson, President and Interim CFO of WeCommerce. “Top merchants globally have turned to Archetype for beautiful, high-performing storefronts that attract, delight and convert customers. Alongside Archetype’s founders and employees, we look forward to building on the Archetype foundation to innovate on the storefront experience for years to come.”
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On closing of the Acquisition, WeCommerce paid Archetype upfront consideration of US$20 million in cash. The upfront cash portion of the consideration was funded with approximately US$10 million of cash on hand and approximately US$10 million of borrowings under the Company’s revolving credit facility.
WeCommerce may also be required to make earn-out payments of up to an aggregate of US$12 million if Archetype satisfies certain conditions, including, among other conditions, if it achieves certain EBITDA targets during the second half of 2021 and the full 2022 calendar year. If payable, the earn-out payments may be satisfied, at WeCommerce’s sole discretion, in either cash, the issuance of Class A common shares of WeCommerce (the “ Common Shares”) to Archetype at the 10-day volume weighted average trading price of the Common Shares calculated on the day immediately prior to the day of the issuance of such shares, or a combination thereof.