Amadeus - Idemia Public Security

MN-60027

Amadeus IT Group S.A. (together with its subsidiaries, **Amadeus**) proposes to acquire 100% of the shares in Idemia Government USA Corp. and Idemia Public Security France SAS (together, along with their respective subsidiaries, **IPS**) from Idemia Finance SAS and Idemia France SAS (the **Acquisition**). Idemia Finance and Idemia France (together, the **Sellers**) are both wholly owned by Idemia Group SAS, the ultimate parent company of the Idemia Group, majority-owned by the private equity firm Advent International, L.P. and/or its affiliates. The acquirer, Amadeus, is a global group that provides technology and distribution solutions for airlines, airports, and other travel‑related entities, as well as payments, data, digital media and analytics solutions. It acquired biometrics capabilities through its 2024 acquisition of Vision-Box Group, including Vision-Box Australia Pty Ltd. The target, IPS, is a global provider of biometric identification technology and solutions for borders and travel, law enforcement and access control. IPS supplies services in each of these business divisions in Australia. In relation to borders and travel, IPS globally supplies biometric solutions for border control and passenger processing at airports and checkpoints. In Australia, both Amadeus and IPS (together, the **Parties**) supply front-end biometric border control systems to the Department of Home Affairs. These systems are traveller-facing hardware and software deployed at the border to capture biometric data, such as automated border gates. Globally, the Parties both supply certain border and travel solutions, and their activities overlap in relation to the provision of passenger facilitation solutions and Advanced Passenger Information/Passenger Name Record systems (or API/PNR), in addition to front-end biometric border control systems. Prior to the closing of the Acquisition, certain assets and activities will be separated from IPS and will therefore not be part of the transaction perimeter. They include Oppscience, the U.S. Civil ID business, the Road Safety business and certain India‑based activities. The Idemia Southern & Eastern Africa business will be transferred into IPS from within the Idemia Group.