Industrial Scientific to acquire Intelex from JMI and HarbourVest for US $570M

Industrial Scientific has entered into a definitive agreement to acquire Intelex Technologies from JMI Equity and HarbourVest for approximately US $570 million.

The transaction is expected to close late in the second quarter or early the third quarter of 2019. Intelex will be operated as a stand-alone company inside Industrial Scientific.

Pittsburgh, Pennsylvania based Industrial Scientific, a wholly owned subsidiary of Fortive Corporation (NYSE: FTV), is a leader in providing gas detection products, services, and solutions for worksites around the world.

Toronto based Intelex Technologies, a leading global provider of SaaS-based Environmental, Health, Safety and Quality (EHSQ) management software.

In August 2015, JMI Equity, with support of HarbourVest, acquired Intelex Technologies in a deal valued at CDN $160 million.

photo credit: Intelex Technologies

News Release

INTELEX ANNOUNCES DEFINITIVE AGREEMENT TO BE ACQUIRED BY INDUSTRIAL SCIENTIFIC

Acquisition Bridges the Last Mile to EHSQ 4.0 Through Convergence of Software with Cyber-Physical Assets & Connected Workers

TORONTO, CANADA – June 6, 2019 — Intelex Technologies, a leading global provider of SaaS-based Environmental, Health, Safety and Quality (EHSQ) management software, announced today that it has entered into a definitive agreement to be acquired by Industrial Scientific, a global leader in connected sensing technology and safety-as-a-service and wholly owned subsidiary of Fortive Corporation (NYSE:FTV). Intelex will be acquired from JMI Equity and HarbourVest for approximately $570M USD.

The acquisition brings together the strengths of industry-leading EHSQ technologies to deliver on the promise of connected environmental, health and safety, and quality with a future vision of eliminating worker deaths. In the Industry 4.0 era of digital transformation across all industries, EHSQ has been mostly a bystander in this seismic movement. While the focus of industrial internet of things (IIoT) has largely been driven by core business operations for asset reliability, production efficiency, and quality control, EHSQ stands to be a significant beneficiary. Until now, however, the IIoT data generated from people, sensor-based assets, wearables, and other connected devices has been siloed and largely disparate from EHSQ functions, making it a challenge to leverage as part of an EHSQ improvement program. The combined strengths of Intelex and Industrial Scientific solves that problem by bridging the last mile to create a real-time data flow between an organization’s workforce, assets and EHSQ program management, thus creating a complete real-time digital nervous system for EHSQ.

“We are building the company that our customers need; one capable of improving safety and productivity in the field while also being the system of record for EHSQ data,” said Justin McElhattan, president of Industrial Scientific. “We are excited by the opportunity to benefit from the expansion of our mutually connected capabilities into the global EHSQ software space and beyond.”

Coming on the heels of other buyouts of EHSQ software vendors by large PE firms, the acquisition of Intelex by Industrial Scientific is the largest in the history of EHSQ pureplay vendors and one of the top five largest Canadian technology company exits in the last decade. Being acquired into the Fortive portfolio of companies with a market capitalization of $26B USD validates a strategic phase of evolution and growth in the EHSQ market and provides Intelex’s customers access to a powerful industrial IIoT ecosystem. According to industry researchers, the EHSQ software market today is only 25 – 30% penetrated. However, the long-term total growth potential for this market increases exponentially from full EHSQ digitization through IoT-enabled assets, wearables, and connected workforce. Through the added expertise and global networks of Industrial Scientific, as well as Fortive’s well-known industrial technology brands that hold leading positions in their dedicated fields, Intelex and its customers will have the ability to accelerate automation of connected and intelligent EHSQ programs.

“Joining Industrial Scientific and the Fortive group of companies is a game-changer for Intelex as well as the industry. This propels our vision of enhancing environmental, worker health and safety, and quality programs through cyber-physical approaches,” said Mark Jaine, CEO of Intelex. “The acquisition allows us to accelerate our innovation and extend our reach into new markets on a global scale. Drawing on the strengths of both companies, we will be able to deliver a one-stop shop for EHSQ 4.0 automation. With Intelex acting as the central nervous system to connect the dots, this acquisition allows us to close the loop on IoT-enabled sustainability, worker safety, and operational risk and performance.”

The transaction is expected to close late in the second quarter or early the third quarter of 2019, subject to customary closing conditions including regulatory approvals, upon which Intelex will be operated as a stand-alone company inside Industrial Scientific.

ADVISORS

Evercore acted as exclusive financial advisor to Intelex in connection with the transaction. Goodwin Procter LLP and Osler, Hoskin & Harcourt LLP acted as legal counsel to Intelex in connection with the transaction.

About Intelex Technologies
Intelex Technologies Inc. is a global leader in environmental, health, safety and quality (EHSQ) management software. Since 1992 its scalable, web-based platform and applications have helped clients across all industries improve business performance, mitigate organization-wide risk, and ensure sustained compliance with internationally accepted standards (e.g., ISO 9001, ISO 14001, ISO 45001 and OHSAS 18001) and regulatory requirements. Virgin Atlantic, Brinks, Air Liquide, Lafarge, Volvo and over 1,100 customers in 172 countries trust Intelex to power their EHSQ initiatives. Intelex is one of North America’s fastest-growing technology companies, recognized as a Great Place to Work for over 7 years, recipient of Waterstone’s Most Admired Corporate Cultures award, and Deloitte’s Best Managed Companies award. For more information, please visit www.intelex.com.

Ted Liu

Ted Liu, M.Sc. (Mining, Queen's), MBA (Finance, Toronto), is the Editor of Private Capital Journal, CanadaMetals.ca, TechWire.ca, and the former Editor of Canadian Private Equity. Ted has been passionately tracking Canadian private capital industry since 1992, having most recently served as Research Director for The Canadian Venture Capital and Private Equity Association (CVCA).

Ted is the architect of CVCA infobase, and is the architect of CPE Media's Financings.ca, Canada's most sophisticated and advanced all private capital and public market financing database.