Summary

Navis is a global leader in shipping terminal software.  Thought Source supported Navis through multiple phases of growth and transformation:

M&A: Three technology company acquisitions and associated integrations.

DIVESTMENT: Carve-out from parent company to new Private Equity (PE) owners via a competitive bidding process and prepared sell-side diligence support.

STAND ALONE: Establishing stand-alone capabilities during Transition Services Agreement (TSA) period to operate fully independently from former parent.

With the help of Thought Source, Navis successfully completed these transition stages and continues to thrive and grow for its new PE owner and portfolio company Kaleris.

 

Background

Californian based Navis is a global leader in shipping terminal software.  The Navis N4 Terminal Operating System has been at the forefront of the industry for years, serving the most complex and automated customers with massive volumes of containers moving through some of the largest ports in the world.

In addition to internal R&D efforts to innovate, Navis sought to accelerate its growth via acquisition.  Three software companies were targeted, acquired and integrated:

Octopi – cloud-based, lighter weight solution suitable for smaller and less complex terminals

Jade Logistics – specialist software for mixed cargo ports

Biarri Rail – specialist software for rail terminals and cargo

Navis’ parent company, Finish based Cargotec, elected to carve-out and divest Navis.  A bidding process involving several potential buyers was designed.  Accel-KKR emerged as the successful PE firm.

There were multiple challenges associated with the transition from Cargotec to Accel-KKR ownership:

SHARED SERVICES: Cargotec had established multiple shared services that Navis relied on. During a defined and limited TSA period these services would be provided.

CARVE-OUT: Navis needed to become capable of operating fully independently and stand-alone.

GLOBAL FOOTPRINT: Navis had business operations in over 10 countries with associated corporate structures and locally employed staff.

    What we did

    Thought Source was initially engaged to provide independent Tech Due Diligence and support the merger and integration of the three acquisitions (Octopi in the US, Jade Logistics in New Zealand, and Biarri Rail in Australia).

    The Navis Executive team became familiar with the collaborative and energetic program management style that Thought Source brought to these engagements.

    When parent company Cargotec commenced the spin-off process, Navis engaged Thought Source to run the Navis side of this process.  A proactive and co-ordinated build-out of the Virtual Data Room ensured that a comprehensive and complete view of the company was provided to potential bidders.

    During the bidding process, Thought Source helped ensure Q&A was handled smoothly.  Navis functional leaders continued with their day jobs although continued to own the accountability for the accuracy and completeness of responses.

    Post-acquisition, the clock started ticking on the TSA.  Thought Source helped manage the overall program and also provided dedicated support to the IT team who needed to source, select, design, implement and cut over to new solutions from global WAN, helpdesk, telephony, web and desktop, HR and finance systems.

    Outcomes achieved

    Navis valuation of $450 million when carved-out from Cargotec.   Time-critical completion of TSA without disruption to Navis customers.

    Contact us now to discuss how we can help your organization