My tower systems sale scenarios

POS SOFTWARE

I am now getting a lot of enquiries about Tower Systems' Sale and what's happening with it. Gossip does not like a vacuum.

The short answer is I don't know, but after being involved in many business sales on both sides, I can make an educated guess.

Here are the facts: Tower Systems announced to its clients and suppliers that it had been sold to Vela Software. It is one big subsidiary of a vast multinational company. 

Vela Software

 

When I heard this, I was shocked. Rumours had been circulating in the industry that Tower Systems was for sale; I'd been involved in one such negotiation but walked away. 

But it's one of those things where Grandfather is very sick; we know he's very ill, and we're waiting to hear that he's died. But when he dies, it's still a shock. Same issue here - I knew Tower Systems was for sale, but when I heard in October it had happened, I was shocked. Then, we all would be further surprised by the silence.

Vela's Likely Acquisition Process Timeline

Initial market research (1 to 3 months)

Preliminary financial assessment First, informal contacts probably use a business agent appointed by Tower Systems.

Preliminary Engagement (2-4 weeks)

Exchange of NDAs Initial information sharing CIM review First meetings

Initial Evaluation (4-8 weeks)

Analysis of business fit Preliminary valuation Market position assessment Initial offer/expression of interest.

Formal Agreement Stage (4-8 weeks)

Negotiation of terms The signing of a definitive agreement Subject to due diligence conditions Confidentiality maintained

Due Diligence (6-12 weeks)

Comprehensive review process Multiple workstreams: • Financial • Legal • Operational • Technical

I suspect the problem might be here, which is holding up the deal.

Decision Point (2-4 weeks)

Review due diligence findings Final negotiations, if needed Go/no-go decision Possible price adjustments.

Completion and Integration (4-8 weeks)

Final documentation Deal Closing Public announcement Integration begins

So, a typical timeline would be six to nine months.

The Deafening Silence

Now, people are commenting on what's happening and why we're hearing nothing from either Tower Systems or Vela Software. This silence is very unusual. Generally, the buyer and seller make a joint announcement once a sale occurs. There's usually a ceremony, pictures are taken, and a joint public announcement is made.

From what I can see online, Vela's standard acquisition practices include a clear pattern of formal announcements, CEO statements, and continued communication. It's very much in the buyer's interest to notify stakeholders in the company they're buying immediately after the sale about what they intend to do. Customers need reassurance. Suppliers want to know what's going to happen. Staff need to know what to say, and the buyer wants to know what the staff will do after the takeover.

The Tower Systems situation now lacks these hallmarks—no formal announcement, no Vela acknowledgment, and abrupt communication cessation. This isn't typical for Vela Software, which usually maintains transparent communication and formal processes.

This silence is deafening.

Possible Scenarios

Given these unusual circumstances, I have four potential scenarios, some of which are not mutually exclusive.:

1. The Sale is Going Ahead

I propose that Tower Systems' announcement was unauthorised and early in this scenario. Although it was signed, Vela has yet to go through with the sale and is following the path of due diligence. They're still checking. The holiday season has delayed them moving forward immediately.

If so, I suspect we're looking at late January or early February 2025 for the formal announcement.

2. Someone Else Has Made a Competitive Offer

Although unauthorised, Tower System's announcement was an intelligent move to get someone else to act. Maybe there's someone Tower Systems was talking to who wants the company. Vela Software was probably only one of many approaches to buy Tower Systems. Tower Systems is effectively saying that if you wish to have us, you need to act now, or you will lose us. If so, I wonder if we'll hear much until March 2025 as they return to the negotiation. It would also explain Vela Software's silence, as they might be out of the race now.

We're looking, I think, at March 2025 to hear more.

3. Vela Software Rejection

Here, Vela Software said they would buy Tower Systems, but during due diligence, they found something they didn't like and walked away. For this to be true, the sale must have significant issues.

I've heard of this happening many times. I had a client who was going to sell his shop. The stocktakers were counting the day before the transfer. The new owner looked at the value of the existing stock being added up and told the stock-takers to stop as it was too much. He then announced it was far too much stock for what he had been told, and it looked old. The sale was cancelled.

If this is the case, I expect we won't hear anything from anyone.

4. Vela Software Wants a Price Renegotiation

The deal was made. Tower Systems announced it as a done deal. But then, while doing their due diligence, Vela Software found things they didn't like. They're willing to go ahead but want a better price or a change in conditions.

If so, we're looking at a fresh valuation process and negotiations. In this scenario, I wouldn't be surprised if we heard nothing more until March.

Market

Having made the announcement, I feel Tower Systems should say something now. In the meantime, I suggest that anyone doing business with Tower Systems immediately ask for a written statement from Tower Systems stating that the terms of the existing agreement will be honoured for the payment. New guy means new terms and conditions.

While the silence surrounding the Tower Systems sale is unusual, it's not unprecedented in business acquisitions. As we move into the new year, we should see more clarity on the situation. Therefore, don't be surprised if we hear something only in March 2025. After that, I think it's only fair for us to ask questions.

Comments

I am a user of their product and find this news about the sale quite concerning. This is the first time I heard of it. I've checked their official website thoroughly but couldn't find any announcement or information about this proposed sale. Has anyone else received any official communication about this? The lack of transparency is quite worrying, especially for those of us who rely on their product daily.

As a guess, you probably are not listed in one of their newsletter lists. 

There were a few different notifications sent out to various people; the one you should have got was the one that went out in the early November newsletter, which included this note. 

 

 

 

Bernard Zimmermann this obsession of yours does not serve you well. ..............

Bernard Zimmermann here. It's fascinating that you're so invested in discussing my obsessions again - perhaps we should channel that energy into a productive conversation about how we can better serve our industry. I've always found that success leaves little time for gossip

Bernard Zimmermann two things. 1. You edited my comment. It did not contain rudeness, blaphemy or untruth. 2. Goddip is what you appear obsessed with. As for me, business is good. Our shop is having a good Christmas.

Andy, that is what the dots are for, in written communication, the ellipsis (three dots) serves several important functions, one of which is that we indicate omitted text or missing words

The reason is that here posting requirements are clearly defined. When making allegations about individuals or organizations, posters must:

https://www.possolutions.com.au/Terms%20and%20Conditions

  1. Identify themselves
  2. Provide substantiation for their claims

You did neither, more details here.

 

PS I can confirm that following Tower Systems' sale announcement, I contacted the departing owner, Mark Fletcher, to extend my best wishes. During this conversation, he verified the sale of Tower Systems to Vela Software.

PSS, I am happy your shop is doing well over the holiday season, care to share which one it is? 

I wopuld agree that the silence surrounding the Tower Systems sale is deeply concerning. I would expect now that both Tower Computer System and Vela Software would by now have issued joint announcements to reassure us stakeholders to outline their future plans and provide clarity if the sale was proceeding. What they are doing now is leaving us in a state of uncertainty. Such transparency is critical to maintaining trust.

I urge both Tower Systems and Vela Software to address this silence promptly. Even a brief update acknowledging the concerns and providing a timeline for further communication would go a long way in alleviating doubts and speculation.

The lack of communication between Tower Systems and Vela Software is unusual, especially given Vela's transparency policy during acquisitions.

I agree with your point about the importance of clarity for stakeholders. It is clear that Tower Systems is now almost certainly now on the market, and I agree that a simple statement from Tower Systems confirming their commitment to existing agreements would help alleviate current concerns.

I visited the Australian Business Register (ABR) and searched for the ABN: 99 681 533 406. Reviewing the details, I noticed Tower is no longer registered for GST.

Looking at the details you uncovered, Tower Systems has undergone a significant shake-up. Upon following the links, I found the following:

https://connectonline.asic.gov.au/RegistrySearch/faces/landing/panelSea…

ASIC Registry Search here indicated that, on 5/11/24, there was a Change to Company Details: Appointment or Cessation of a (484E) Company Officeholder.
Clearly, substantial changes occurred within the company shortly before Tower Systems' sale was announced. Which makes sense.

 

Digging further, I noticed that the GST information on the Tower website has not been updated. Their new GST number is ABN 61 007 009 752.

So, I followed the links for that ABN number and found

https://connectonline.asic.gov.au/RegistrySearch/faces/landing/panelSea…

This (ASIC Registry Search) found that, as of 5/11/24, the holding company of TOWER SYSTEMS INTERNATIONAL (AUST) PTY. LTD. is now listed as MECCSMMO PTY LTD.

This raises questions about who "MECCSMMO PTY LTD" is. It is unusual to see a holding company name change without an actual change in ownership. Despite searching, I could not find any additional information about MECCSMMO anywhere.

The name itself is intriguing. The fact that "MECCSMMO" is written in all capitals suggests it might be an acronym or anagram. However, its meaning remains unclear. While "SMM" often refers to Social Media Marketing and "O" could stand for Organisation, "MECC" does not seem to correspond to anything familiar. A speculative interpretation might be MECC Social Media Marketing Organisation, but this does not fit Tower's current market focus. It remains a mystery- that hints at a new direction for that organisation.

Clearly, a lot is happening behind the scenes of Tower, and it would be helpful if Vela Software, the new owners, made a public announcement to clarify these developments.

It funny how Tower Systems has lived rent free in your head for years. I am a Tower customer and note for your information that the company's communication to us has been excellent. I don't see any obligation for them to advise you of anything.

Kate, firstly, it's not Tower anymore, but MECCSMMO. 

Anyway, thank you for sharing your perspective on being a satisfied customer of Tower Systems. Hearing positive experiences is always valuable, and I appreciate that their communication has met your expectations.

As I mentioned earlier, my interest in this matter stems from curiosity rather than preoccupation—it’s simply how I’m wired. However, not here; as I stated, I’ve set it aside for now with an intent to revisit it in March. However, many Tower users here seem less willing to wait for clarity and have raised concerns about communication gaps. This discrepancy makes me question whether the level of communication is consistent across the board.

While I agree that Tower Systems has no obligation to inform me personally, the apparent lack of communication with other key stakeholders—such as users, partners, and suppliers like Gordon and Gotch or News Corp—raises broader concerns about transparency during this transition. For example, Vela Software’s typical acquisition process involves clear announcements and stakeholder engagement, yet we’ve seen little evidence of this here. In most, if not all, acquisitions, I have seen the new owners engaging proactively with stakeholders as a standard practice to ensure a smooth transition and maintain trust. Why haven’t we seen similar efforts here? It’s these unanswered questions that continue to drive discussion among users.

Ultimately, I aim not to criticise but to understand and highlight areas where communication could be improved for everyone involved.

 

You are misinformed. Tower Systems, which IS the name of the company, has kept customers informed, users like me. You say many Tower users are less willing. This is odd because no one is talking about it on the customer forum or during one of the customer meetings. Based in my experience, it seems to me you are making things up. You mention Gordon and Gotch in your comment. You might want to check your records as that business was sold years ago and now trades as Are Direct. Accurate communication is important.

Now, Kate, I hope at the end we can agree that Tower Systems rebranding to MECCSMMO and its likely sale to Vela Software represent significant shifts for the company? There is a lack of clear communication, which is creating uncertainty among its stakeholders.

Vela Software and MECCSMMO must provide transparent updates to reassure customers, suppliers, and employees about the company’s direction under new ownership. Until then, speculation will likely continue regarding this unusual silence after Vela Software typically adheres to transparent communication practices during acquisitions.

Here is my response in detail.

> You are misinformed. Tower Systems, which IS the name of the company,

Actually, it's a trading name.

https://connectonline.asic.gov.au/RegistrySearch/faces/landing/panelSea…

Here is the ASIC record

Company name in Green MECCSMMO

Former names in red "Tower systems"

The change is in blue on 6/11/24 from Tower Systems to MECCSMMO, which was just before Tower Systems announced the sale of its company to Vela Software.

 

> has kept customers informed, users like me.

 

Why you and not others? Please share what is happening with Vela Software and MECCSMMO (Tower Systems)

 

> You say many Tower users are less willing. This is odd because no one is talking about it on the customer forum

 

Agreed, it is very strange, Kate. Is it plausible that not one person would ask this question?

 

> or during one of the customer meetings.

 

I haven't heard of one for quite a while. Which ones did you go to, may I ask?

 

> Based in my experience, it seems to me you are making things up.

 

"Speculating" is a better term than "making things up." My intention was not to misrepresent but to share my perspective based on my experiences.

 

> You mention Gordon and Gotch in your comment. You might want to check your records as that business was sold years ago and now trades as Are Direct.

I know since 2000, Gordon & Gotch has undergone four leadership and three ownership changes, which I know about.

2003: News Corp sold Gordon & Gotch to John Fairfax Limited

Shortly afterwards, Fairfax sold it to PMP Group which later rebranded itself and its subsidiaries, including Gordon & Gotch, as Ovato Retail

2021: Ovato Retail Distribution was sold to Are Media on November 1, 2021, which subsequently renamed the business to Are Direct NZ Limited

It’s interesting to see how much the company has evolved over the years, as these transitions reflect significant company ownership and branding shifts over the past two decades. I confess that it has been impossible for me to keep track of the people now as they seem to come and go a lot. This used to be a company where people were there for ages and ages. Its philosophy and style were very different than now. 

Yet even today, most people in the industry use Gordan and Gotch for them. I typically say Gordon and Gotch, Ovato, and Are Direct, by which stage we all tend to have a laugh and go Gordon and Gotch even though it's a very different company from what it used to be.

 

> Accurate communication is important.

 

Agreed

 

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