Oslo-based Million Handshakes is a privately-owned company that provides campaign management and "dialogue marketing" software on a hosted 'software-as-a-service' basis to 100 clients in the insurance, banking, telecoms and retail sectors.

For the year ended 31 December 2007, the firm reported revenues of NKr 18.15 million, profit before tax of NKr 2.49 million and net assets of NKr 1.67 million, says Portrait in a statement.

Under the acquisition agreement Portrait will issue 17.1 million ordinary shares of 2.5 pence each upon completion and two further tranches of 4.3 million shares which will be held back for up to two months, subject to certain conditions.

One half of the consideration will be held in escrow until June 2009 against specified contingencies, says Portrait. The deal also includes an additional deferred earn-out consideration of up to £1.25 million, based on the achievement of sales targets for two years from Million Handshakes products.

Based on Portrait's closing share price of 10.75 pence on 19 March, the initial consideration expected to be paid for the acquisition under the first two tranches values Million Handshakes at £2.3 million.

Portrait says the integration of the Million Handshakes technology with its .NET-based marketing suite provides a "compelling and fully integrated marketing solution for applications across all stages of the customer lifecycle".

"This unique combination enables marketers to cut through the clutter and drive marketing programs that will increase sales, reduce churn and boost customer loyalty," says Nick Randall, CEO, Portrait Software.