The Transaction is structured to release $A40m in cash consideration upon completion plus additional payments of up to $A20m over 12 months subject to agreed revenue milestones. Completion is expected in the second quarter of 2025 and is subject to Foreign Investment Review Board approval, novation of a material customer contract and customary warranties and indemnities.

Following completion, Iress will continue to provide certain services for a period of up to 18 months to assist in the transition of the Superannuation business to Apex Group’s ownership.

The announcement follows Apex Group last year establishing Apex Super – its Australian Superannuation business in partnership with data and technology platform provider Novigi – in response to a growing commitment to the broader Australian market and superannuation industry in particular.

Iress Group CEO, Marcus Price, said: “As part of our transformation, Iress has streamlined its operations to focus on our core strengths in software delivery and to exit businesses with a higher regulated service profile. Apex Group is recognised as a global leader in the provision of fund and asset servicing to regulated financial services businesses.

“We are delighted with this outcome, which is a great result for all parties – clients, employees and shareholders – and will see the Superannuation business strengthened under new ownership. Importantly, Iress will continue to play an important role in the growth of the Superannuation industry through the provision of advice and education software to funds and their members.

“Today’s announcement enables Iress to double down on our core markets and customers in Wealth, Trading and Market Data; while continuing to improve our operational strength underpinned by a robust balance sheet and improved earnings profile.”

Apex Group Founder and CEO, Peter Hughes, said: “We are very pleased that Iress’ Superannuation team and clients will be joining the Apex Group. Increasing member engagement and improving the member experience is a focal point of our industry. The Acurity platform is well recognised as a market leader, and we look forward to building on this ensuring readily available access to data and flexibility in order to support clients to increase their efficiency, scale and value to members.”

Flagstaff Partners acted as exclusive M&A advisor to Iress. Macquarie Capital acted as exclusive M&A advisor to Apex.

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Ms Forrester has served as Chair and Non-Executive Director on multiple ASX-listed companies and is currently the Chair of Jumbo Interactive Limited (ASX:JIN) and a Non-Executive Director of Data #3 Limited (ASX: DTL) and Plenti Ltd (ASX:PLT). Ms Forrester was previously the Chair of National Veterinary Care Ltd (ASX:NVL) and a Non-Executive Director of Over the Wire Holdings Limited (ASX:OTW), G8 Education Limited (ASX:GEM), Xenith IP Group Limited (ASX:XIP) and Catch.com.au Pty Ltd.

Ms Forrester has a background in human resources and corporate law and  holds a Bachelor of Laws and Bachelor of Arts from the University of Queensland, and an Executive Masters of Business Administration from Melbourne Business School. Ms Forrester is also a Member in the General Division of the Order of Australia (AM) for significant service to business through governance and strategic roles and as an advocate for women. She will chair the Company’s People and Performance Committee when Julie Fahey retires from this position.

Mr Mactier has also served as Chair and Non-Executive Director of multiple companies, both in Australia and offshore. He is currently the Chair of Nuix Limited (ASX:NXL) and a Non-Executive Director of Kinetic IT Pty Limited. Mr Mactier was previously the Chair of Australian Leisure and Entertainment Property Management Limited (ASX:LEP) and WPP AUNZ Limited (ASX:WPP), and a Non-Executive Director of Melco Resorts and Entertainment Limited (NASDAQ:MLCO) and Aurora Community Television Limited.

Mr Mactier holds a Bachelor of Economics from the University of Sydney, and began his career at KPMG where he completed his Chartered Accounting qualification before embarking on an extensive career spanning more than 30 years in investment banking. Mr Mactier is presently a consultant to the Advisory and Capital Markets division of UBS Australia.

Mr Mactier will be a member of the Company’s Audit and Risk Committee.

Iress’ Chair, Mr Roger Sharp, said: “We signalled at our 2024 Annual General Meeting that Iress would embark on a process of board renewal. I’m delighted to welcome two highly accomplished directors of the calibre of Susan and Rob to the Iress Board.”

The release of this announcement was authorised by the Iress Board.

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The investigation has found no evidence of unauthorised access to Iress’ production environment, software or client data other than a limited portion of Iress’ OneVue production environment. This environment primarily contained information of a technical nature such as metadata, blank questionnaires and test files. Within the test files, Iress also identified a limited amount of personal information relating to 20 individuals who were employees of OneVue and its clients, and had entered their personal information for testing purposes. Each of these individuals has been contacted directly about the incident and provided with appropriate guidance and support.

Iress has also engaged specialist cyber incident and forensic technology providers to assist in response to the incident.

As previously announced, Iress is aware of statements made by the alleged threat actor regarding publishing source code taken from Iress’ GitHub user space. Iress confirms that it does not rely on the secrecy of its code as a security measure and has continued to take steps to reinforce security controls to protect its software and systems.

Iress has maintained regular service to clients throughout this incident and thanks its clients for their patience and support as we have worked to resolve this matter.

Iress will keep the market informed if there are any further significant developments.

The release of this announcement was authorised by the Iress Board.

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Applications for the Iress Scholarship are now open.

Iress has announced a partnership with Academy XI to offer four full scholarships for women interested in building the skills required for a successful career in the technology industry.

Academy XI is a leading provider of workforce training programs in Technology, Data & AI, Design and Business capabilities.

The Iress Scholarship will cover the fee of an accredited technology, design and business course from Academy Xi, providing the successful candidates with the skills, confidence and connections to enter the technology industry. The courses are aimed at building capabilities across UX/UI, graphic design, data analytics, software engineering and cyber security. They are delivered in an online, self-paced format supported by one-on-one mentoring, group work and live video sessions.

Iress’ Chief Corporate Affairs & Marketing Officer, Kelly Fisk, said: “We firmly believe that gender diversity is key to driving innovation in our industry. An equitable workplace enhances problem solving and smarter decision making, yet we know that today women make up less than 30% of the STEM workforce in Australia.

“Supporting women with upskilling in technology-related courses increases the talent pipeline; delivering real benefits for both the technology industry and the broader community as a whole.”

Academy Xi’s Chief Operating Officer, Cyril Gabriel, said: “Our digital skills programs are designed to empower students to succeed in an ever-growing digital world. We’re proud to partner with Iress to help build and nurture women in technology and help create an equitable workforce in APAC.”

Scholarship applications are now open and will close on 21 July 2024 with the first cohort to begin on 5 August 2024.

Applications are open for candidates in Australia and Singapore. One scholarship will be available in Singapore, and one of the three Australian scholarships will be awarded to a candidate who identifies as Aboriginal and/or Torres Strait Islander.

Learn more and view the application form.

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Iress restricted access to GitHub immediately upon discovery and commenced a rapid investigation. There is no evidence that client data has been compromised as a result of this issue. There is also no evidence that Iress’ production or client software has been compromised.

Iress has now commenced a process of strengthening access and security protocols out of an abundance of caution.

We do not anticipate any disruption to our business or our clients’ ability to use our software and systems.

Iress is making this announcement in the interests of transparency and keeping all stakeholders informed. The Company takes information security extremely seriously and has notified relevant authorities.

The release of this announcement was authorised by the Iress Board.

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Emily Jenkins

Iress has announced a new partnership with Ensombl aimed at strengthening support for its community of advisers and paraplanners. The partnership reaffirms Iress’ commitment to helping Australian financial advice professionals improve efficiency through the best practice use of technology.

The partnership will see a new dedicated Iress Space created on the Ensombl community platform, offering a valuable resource for advisers and paraplanners to upskill their tech knowledge. Through this initiative, Iress experts will drive conversations via new content, facilitating discussions and addressing advisers’ questions directly, as well as provide practical tips and support to optimise their usage of Xplan. Additionally, these experts will also take part in the broader community discussions across the Ensombl platform, sharing insights and guidance on leveraging technology to enhance operational efficiency and boost productivity.

Iress’ Executive General Manager – Wealth, Kelli Willmer, said: “The team at Ensombl have done a great job building a highly collaborative, independent community of like-minded advice professionals. We’re proud to join them to support the advice industry to improve its tech know-how, as well as provide another touchpoint for our clients to see how they can improve their ways of working through the best practice use of Xplan.

“We’ve seen through Advisely there’s a huge appetite for content and support on how to level up efficiency. We look forward to extending this support through the Ensombl community.”

Ensombl’s Chief Product Officer, Emily Jenkins, said: “Ensombl’s purpose is to ensure genuine advice problems help shape the innovation delivering new marketplace solutions. One of the first steps on the journey to efficiency is for advisers to extract maximum output from technology and processes they already have in place.

“Xplan is used extensively by many advice practices within our network, and launching the Space opens up a direct communication channel between frontline users and the technical expertise of Iress. Making such support so easily accessible should prove empowering for Xplan users and those seeking greater efficiency. Furthermore, the Space provides a forum via which Iress can harness the wants and needs of progressive advice practices and reflect them in their future product roadmap.”

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Count is one of Australia’s leading networks of integrated accounting and wealth services firms, with over 550 advisers servicing approximately 130,000 clients across the country following its recent strategic acquisition of Diverger Limited. Count has been an Xplan client since 2011, and in reviewing its technology ecosystem wanted to ensure it was partnering with the right provider to support its growth ambitions in a scalable and reliable way, while driving the highest-possible levels of efficiency.

Xplan was re-selected based on its depth, efficiency and productivity. Additionally, Iress will also be working in partnership with Count with the provision of professional development programs and events to increase the efficiency and effectiveness of Count advisers.

Iress’ Executive General Manager, Wealth APAC, Kelli Willmer, said: “We’re proud to extend and grow the relationship we’ve built with Count over more than a decade. Count has strong growth ambitions, and we’re delighted to provide the advice technology infrastructure to support this.

“We’re also pleased to work with Count on optimising their use of technology to drive efficiency and profitability for their advisers. We look forward to continuing to work closely with key customers like Count to evolve our software and service offerings, empowering them to deliver an exceptional experience for their advisers and clients.”

Count’s Group Head of Advice, Andrew Kennedy said, “Count is Australia’s leading provider of integrated accounting and wealth services, something we can only achieve and deliver with the right processes, infrastructure and technology partner.

Xplan has been our client servicing hub of choice for many years to ensure our network of financial advisers are supported with the most powerful, efficient and secure tools in the market. We know that with Xplan, we can continue to grow at scale and with efficiency while Iress as our partner will continue to listen and improve the product to match our needs.”

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Marcus Price

Iress (IRE: ASX) today announces it has entered into a binding agreement to divest its UK Mortgage Sales & Originations (“Mortgages”) business to Bain Capital Tech Opportunities LP (“Bain Capital”) for a total cash consideration of £85m ($A164.3m) before costs. The sale marks a significant advancement in Iress’ transformation strategy to divest non-core assets and strengthen its balance sheet.

Iress’ Mortgages business provides mortgage sales and origination software (MSO) and associated consulting services to banks and building societies in the UK. Iress acquired the Mortgages business over 10 years ago, during which time it has become a leading provider of mortgage origination software in the UK.

Iress Group CEO, Marcus Price, said: “MSO is recognised as the most advanced end-to-end software of its kind and has changed mortgage lending in the UK with its scalable, customer-focused value proposition. Our decision last year to focus on our core strengths means now is the right time for the Mortgages business to build on the strength of its product platform under new ownership.

“We saw strong interest in our Mortgages business through the sale process and we’re delighted that we are announcing this transaction ahead of schedule. It is perhaps the most significant milestone achieved to date in Iress’ transformation, which sets out our plans to simplify our structure, create a more transparent and sustainable business and find new owners for businesses which are no longer strategically aligned to Iress’ objectives. We are delighted to have found an acquirer in Bain Capital with the expertise and capital to appropriately invest in the growth of MSO for the benefit of its customers and employees.”

“The proceeds of the transaction will make a material difference to Iress’ net debt position, strengthening our balance sheet and providing greater ability to double-down and invest for growth in our core businesses of Wealth, Trading & Market Data and Superannuation.”

Bain Capital Tech Opportunities is a software-focused fund which partners and invests in technology companies at critical growth and expansion phases. It intends to combine the Mortgages business with another UK mortgage software provider, finova; establishing a new entity to bring best-of-breed technology to their respective customers, driving scale and access across all tiers of the mortgage market.

Net proceeds from the sale are expected to be approximately £70-73m ($A135-141m). Completion of the sale is subject to the novation of the existing MSO client contracts to the new entity as well as Competition and Markets Authority approval. It is anticipated the transaction will be completed by the middle of the year, with the proceeds used to retire debt. Iress will provide support services for a period of up to 12 months after the transaction on a cost recovery basis to ensure a smooth transition.

The transaction follows the divestments of the MFA and Platform businesses, as part of Iress’ strategy of simplifying its operations and divesting non-core businesses to retire debt. The current effective interest rate across Iress’ drawn borrowings is approximately 6%. It is expected that the target leverage range of 1.0-1.5x will be achieved by the end of 2024.

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Cameron Williamson has over 25 years’ experience leading finance operations both in Australia and around the world. Most recently, he was at Pendal Group where he spent 15 years as its Chief Financial Officer building out its global business. Prior to this he served as CFO & Company Secretary for Clairvest Group in Canada, as well as holding senior finance roles at Franklin Templeton and CIBC World Markets in Canada and UBS in London.

Mr Williamson played a pivotal role in Pendal’s transformation from a largely domestically-focused fund manager to a global player, during which time it experienced a period of exceptional growth. This involved the acquisitions and associated capital raising of material transactions in the UK and US during his tenure.

The appointment follows a thorough candidate search and evaluation process following the appointment of previous CFO, John Harris, to the role of CEO – Managed Portfolio in April 2023.

Iress’ Group CEO, Marcus Price, said the Iress Board was pleased to have secured a CFO of Mr Williamson’s considerable expertise.

“We are delighted to welcome Cameron to the Iress leadership team at what is a pivotal moment for the company. Cameron is a highly experienced CFO with a strong track record and extensive industry knowledge both in Australia and internationally. His expertise in strong financial management, collaborative approach to leadership and focus on growing shareholder value through corporate transformation will be a great asset to Iress both now and into the future.”

Mr Williamson said, “I am thrilled to be joining Iress at what is an exciting period in its history. I have been impressed with Marcus, as well as the Management team and Board, who have outlined a clear strategy for the next phase in Iress’ growth. I look forward to getting started and am confident my experience and background is well suited to deliver on Iress’ strategic goals.”

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The change forms part of the steps the company is taking to strengthen its position in all markets, drive innovation and help the industry tackle the challenges presented by today’s markets, and follows the appointment of Iress Group CEO Marcus Price in 2022.

Mr Price said: “At the core of Iress’ refreshed strategy is a strong focus on getting closer to our clients, and driving a higher level of accountability and transparency to drive market-leading results in each of our markets. We will do this by transitioning to our new team structure, enabling us to get closer to our client and drive higher performance through end-to-end accountability.

“Our analysis has confirmed that the core of the Iress business is incredibly attractive and exceptionally positioned at the centre of a thriving Australian wealth & trading ecosystem. Our ambition is to refocus on our clients in financial advice, trading & market data and superannuation by reinvesting in our core software and building the next generation of advice software, industry connectivity and data and analytics capabilities.”

“I’m confident Iress’ new organisational structure will strongly position us for our next growth horizon, with a program of clear and deliberate actions aimed at reinvigorating growth and value in our core businesses and  delivering efficiencies that will improve our clients’ experience.”

Refreshed leadership team

Effective from 1 July 2023, Iress’ refreshed leadership team now also includes:

• Harry Mitchell – CEO, Wealth Management
• Jason Hoang – CEO, Trading & Market Data
• Paul Giles – CEO, Superannuation
• John Harris – CEO, Managed Portfolio

Each business line will have full end-to-end accountability of product, technology and support functions to streamline and enhance the client experience.

Additional roles appointed include Ana Smith as Chief Transformation & Strategy Officer, David Hentschke as Chief Innovation Officer and Justin Schmitt as Chief Operating Officer.

The Chief Product Officer role is not part of the new structure – Joydip Das will leave Iress to pursue other opportunities.

Strengthening core and investing for growth

In recognition of the critical role Iress plays in the financial advice, trading and superannuation industries, Iress has announced plans to reinvest in its core software to improve value for clients, while launching a new Innovations division to expand capabilities in future growth areas.

This will include investments in the development of next-generation advice technology to support the growing unmet advice demand in Australia and around the world, the exploration of data and AI opportunities and the continued expansion of Iress’ connectivity capabilities in wealth and trading including Xplan Affinity.

Reducing cost

Iress has announced a 10% headcount reduction reflecting a more efficient and focused organisational structure. Roles targeted for redundancy are not expected to impact on client service and delivery.

MFA & Platforms business divestment process commenced

Iress has also announced it will move forward with divesting its MFA & Platform businesses after determining they are not strategically aligned to the future direction of the company.

There is no impact on the day-to-day operations of clients, and Iress is confident in securing a solution in the best interests of clients and people.

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