Windjammer Capital Announces Sale of IPS Group

Key Terms

cash-free and debt-free financial

A deal described as "cash-free and debt-free" sets the purchase price so it excludes the target company’s cash balances and outstanding debt: the buyer pays for the business itself, while cash left on the company’s books is typically retained by the seller or the price is reduced to reflect any net debt. This matters to investors because it clarifies what the price actually buys and changes the reported proceeds and post-deal balance sheet, similar to buying a house where the sale price covers the structure but not the furniture or mortgage.

saas-based technical

Software-as-a-service (SaaS)-based describes products delivered over the internet where the provider hosts and maintains the software and customers pay ongoing subscription fees instead of buying a one-time license. For investors this matters because the business model tends to produce predictable, recurring revenue and growth that depends on keeping customers over time, much like renting a furnished apartment provides steady income for a landlord rather than a single large sale.

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NEWPORT BEACH, Calif. & WALTHAM, Mass.--(BUSINESS WIRE)-- Windjammer Capital (“Windjammer”) today announced it has signed a definitive agreement to sell its portfolio company, IPS Group, Inc. (“IPS” or the “Company”), to Nayax Ltd. (NASDAQ; TASE: NYAX, “Nayax”) for $350 million cash-free and debt-free.

Headquartered in San Diego, California, IPS is a leading provider of mission critical smart parking infrastructure, offering a fully integrated ecosystem spanning smart single- and multi-space meters, mobile app, enforcement and permitting solutions, payment solutions, and SaaS-based data analytics, to municipalities, universities, and parking operators across North America, the United Kingdom and Ireland.

Founded in 2000, IPS was the industry pioneer of smart single-space meters. Windjammer was attracted to IPS’s leading installed base model and differentiated product technology. Windjammer acquired the Company from family ownership in December 2020, partnering with IPS management to support the Company’s growth initiatives and to ensure a smooth transition to the next generation of leadership, led by Chad Randall.

Windjammer and the IPS team worked closely together, building on the existing solid foundation, to transform the business by investing behind new product development to provide a fulsome ecosystem of products to meet the full scope of its customers’ parking operations. Together, these efforts helped IPS evolve from a smart single-space meter manufacturer into a technology-enabled provider of an integrated full suite smart parking platform, including payment, monitoring and enforcement solutions. The Company also expanded its senior leadership team, operating processes, and organizational infrastructure to support its continued growth.

“IPS exemplifies what can be accomplished through a strong partnership and investing in a Company’s next phase of growth,” said Ryan Pertz, Managing Director at Windjammer. “IPS had built a market leading position with strong customer relationships. We assisted Chad in building out his team and accelerating product expansion to position IPS to grow share in an evolving market. Over the past five years, IPS developed into a fulsome solution provider, expanding its addressable market and materially shifting to a more valuable recurring revenue base, positioning the business for strong growth going forward.”

“The partnership with Windjammer has played a key role to evolve the business and expand our capabilities," said Chad Randall, Chief Executive Officer of IPS. "We built a differentiated product ecosystem and partnerships with an amazing group of customers, and Windjammer brought resources, expertise and a collaborative approach that helped us accelerate investments in new products, new markets and our team. I'm grateful for their support and the hard work of all employees at IPS. Together, we have taken great strides towards achieving our vision to provide the leading parking technology ecosystem.”

“IPS is a great example of the type of business Windjammer invests in and the caliber of management it partners with," said Jeff Miehe, Managing Principal of Windjammer. "The Company's products and services are mission-critical and highly technical and its management team is well positioned to lead in a rapidly growing and evolving industry. We are proud to have helped shape IPS through an important period of growth and transformation, and we are excited to see the Company enter its next chapter with Nayax."

Harris Williams served as financial advisor and Kirkland & Ellis served as legal counsel to IPS and Windjammer in connection with the transaction.

About IPS Group, Inc.

IPS Group, headquartered in San Diego, Calif., with offices across North America and Europe, is a leading smart parking infrastructure provider. IPS delivers a fully-integrated ecosystem comprised of smart single- and multi-space meters, mobile app, enforcement and permitting solutions, payment solutions, vehicle detection sensors, and advanced data analytics to municipalities, universities, and parking operators across North America and the UK.

About Windjammer Capital Investors

Windjammer Capital is a national private equity investment firm based in Newport Beach, CA and Waltham, MA that invests control equity in middle-market businesses and in partnership with management. Windjammer has over $3 billion of committed capital with respect to its control equity investment strategy, and since inception has completed over 60 platform investments and more than 200 strategic add-ons. The firm targets investments in companies that are leaders in attractive niche markets and share several of the following characteristics: significant and defensible market positions; differentiated products and services; strong management teams; scalable business models; identifiable growth opportunities; and consistent financial performance. To learn more, visit windjammercapital.com.

Please contact Ryan Pertz (rpertz@windjammercapital.com) or Jeff Miehe (jmiehe@windjammercapital.com) with any inquiries.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260824340525/en/

For media inquiries, please contact Dan Abramson (dabramson@gregoryagency.com).

Source: Windjammer Capital Investors