SoftwareOne Holding announced that the recommended voluntary offer for all issued and outstanding shares in Crayon has been completed. Following the fulfillment of the last closing conditions as announced on 10 June 2025, SoftwareOne confirms that its recommended voluntary share and cash offer for all issued and outstanding shares in Crayon has now been completed. Settlement pursuant to the settlement notification has taken place, with accepting Crayon shareholders receiving NOK 69 in cash and 0.8233 (rounded down) newly issued SoftwareOne shares per Crayon share. The secondary listing and trading of the SoftwareOne shares on Euronext Oslo Børs will commence on 3 July 2025.
SoftwareOne intends to implement a compulsory acquisition of the remaining shares in Crayon, followed by a delisting of the Crayon shares from Euronext Oslo Børs, expected to be completed in July 2025. “Today marks an important milestone as SoftwareOne and Crayon join forces, combining two leading global providers of software and cloud solutions,” said Raphael Erb, Co-CEO of SoftwareOne. Together, we offer an unparalleled global presence with extensive local reach and an enhanced offering to deliver exceptional value for customers. Our shared commitment to customer success and innovation will offer new growth opportunities as our fast-growing industry continues to evolve in the era of AI.”
“As we embark on this new chapter together, we are both excited and well-prepared for Day 1. With our talented teams globally, in-depth expertise and capabilities, as well as deep hyperscaler partnerships, we will be excellently positioned to support customers on their digital transformation journeys,” said Melissa Mulholland, Co-CEO of SoftwareOne. “Today marks a unique moment to unlock opportunities and deliver significant value creation for all stakeholders.”
“At Microsoft, we’ve been proud to call both Crayon and SoftwareOne strategic partners. Together, they become one of our largest partners, better positioned than ever to serve our mutual customers with broader reach, deeper expertise, and enhanced capabilities. We’re excited about the opportunities this combination brings for the innovation we will jointly deliver and the impact this will have on our shared customers,” said Nicole Dezen, CVP and Chief Partner Officer at Microsoft.
Compelling strategic rationale and value creation opportunity
With total revenue of approximately CHF 1.6 billion, presence across 70+ countries and around 13,000 employees, the combined company is well-positioned as a preferred partner to both customers and vendors globally, driving additional growth and significant value creation for shareholders. The compelling strategic rationale is based on the two companies’ complementary geographical footprint, customer base and offering, as well as shared values and culture.
SoftwareOne has identified cost synergies of CHF 80-100 million per annum within 18 months of completion, incremental to its cost reduction programme completed in Q1 2025. One-off implementation costs are expected to be within the same range as the run-rate cost synergies.
The transaction is currently financed by investment grade bridge facilities of approximately CHF 700 million to fund the total cash consideration of approximately CHF 515 million, including the compulsory acquisition, and to refinance Crayon’s existing debt. SoftwareOne intends to refinance the bridge facilities into a long-term financing structure around completion. Net debt / adjusted EBITDA is expected to be below 2.0x at year-end 2025. The company intends to maintain its dividend policy, with a pay-out ratio of 30-50% of adjusted net profit.
Well-prepared integration execution process starts today
With completion of the transaction, integration of the two companies officially starts today based on an established governance structure and thorough preparation by working groups from both companies since beginning of the year. Preparation spanned key functions, including strategy, sales & marketing, people & culture, IT, finance, amongst others, supported by internal and external post-merger experts.
Following the announcement of the new Executive Board led by Co-CEOs Raphael Erb and Melissa Mulholland, the Regional Presidents have also been appointed. In addition to delivering on the synergy targets, the integration process will encompass implementation of a joint operating model, harmonisation of GTM and offering, as well as integration of IT systems and consolidation of legal structures in overlapping countries. Throughout the process, safeguarding customer relationships and retention of talent will remain priorities.
The combined company will retain its legal domicile in Stans, Switzerland, while Oslo will remain an important hub for both sales activities and certain other functions.
Combining under a unified brand
Following a joint evaluation, the unified organization will operate under the SoftwareOne name and logo, leveraging its global brand recognition while incorporating Crayon’s distinctive strengths and legacy. This decision reflects the strategic integration of both companies’ capabilities, values, and market presence. Crayon’s cultural and operational attributes – including its brand heritage and customer-centric approach – will be embedded into an evolved SoftwareOne brand. During a transition period, the Crayon brand will remain active to ensure consistency, continuity, and recognition across customers and employees, channel, and partner engagements.
First day of trading on Euronext Oslo Børs
As part of the offer consideration, a total of 62,521,493 new SoftwareOne shares have been issued and received by accepting Crayon shareholders, resulting in total SoftwareOne shares issued of 221,102,953. The new shares were listed at SIX Swiss Exchange today. Following completion of the secondary listing on Euronext Oslo Børs, trading of the SoftwareOne shares will commence tomorrow, 3 July 2025, under the ticker SWON. As of 4 July 2025, shareholders in SoftwareOne will be able to cross border transfer shares held in SoftwareOne between Euronext Oslo Børs and the SIX Swiss Exchange, through a deliver/receive free settlement instruction in the settlement system of the Central Security Depository in Norway (CSD). SoftwareOne’s founding shareholders, including Daniel von Stockar, Rene Gilli and Curti AG, hold 20.8% of SoftwareOne’s share capital on a post-transaction basis.
