Redknee (TSX:RKN), a leading provider of business-critical billing and charging software and solutions for communications service providers, has reached a definitive agreement to acquire Nokia Siemens Networks' Business Support Systems (BSS) business. Nokia Siemens Networks' BSS business provides real-time charging, rating, policy, and customer care solutions to more than 130 communication service providers, including half of the top 100 global mobile operators. Nokia Siemens Networks believes Redknee is best suited to take ownership of the business based on the strength of Redknee's management team, continuity of the current BSS portfolio, and access to innovation for Nokia Siemens Networks' BSS customers. Approximately 1200 employees would transfer to Redknee, underpinning current service levels and quality for customers. The planned acquisition would bring to Redknee a complementary global footprint that spans more than 90 countries across Europe, Asia Pacific, the Middle East and Africa.
Lucas Skoczkowski, Redknee's CEO, commented:
"This planned acquisition marks a significant milestone in Redknee's long-term growth strategy. It would add strong long-standing relationships with new Tier 1 operators and expand Redknee's market share and presence in high growth markets. Our expanded team would drive the continued success of our customers, as we strive to be the provider of choice for real-time converged billing, customer care, policy, and payment solutions in the communications industry."
"Our commitment to ongoing investment in the product roadmap will ensure that our customers will benefit from the complementary capabilities, larger scale, and impressive IP portfolio. In addition, this planned acquisition would create a significant solution suite that offers a compelling and proven alternative for global system integrators and partners," Skoczkowski said.
Following the acquisition, Redknee would remain committed to the core values for which both it and Nokia Siemens Networks are widely recognized, including strong customer focus and delivering market leading, innovative products and services. This would include continued research and development investment to deliver flexible on-premise and cloud-based solutions that meet the scalability and agility requirements of communication service providers globally.
Rajeev Suri, CEO of Nokia Siemens Networks, said:
"This planned transaction supports our transformation to focus on mobile broadband. Both Redknee and Nokia Siemens Networks have a reputation for high quality and customer commitment, which provides a common foundation for Redknee to build the BSS business in the future. We will work with Redknee to ensure a smooth transfer of the business and to provide some mobile broadband specific elements of the BSS portfolio to our customers."
Rick Centeno, head of the BSS business at Nokia Siemens Networks, added:
"The planned acquisition would provide our customers the benefits of being managed by a team consisting of our trusted BSS specialists and Redknee, a company widely recognized for its focus on leadership in the BSS space and for ensuring the success of its customers. Through the continuing support of the Beyond Billing solution and new capabilities from Redknee, our customers would have access to a portfolio and industry expertise that would equip them to succeed in today's dynamic operating environment."
The acquisition would involve the transfer to Redknee of Nokia Siemens Networks' BSS customer and supplier contracts, intellectual property rights, fixed assets and associated liabilities, along with BSS employees.
The employees expected to transfer to Redknee are mainly based in Berlin, Germany; Bangalore, India; and Wroclaw, Poland. Until the agreement closes, Nokia Siemens Networks will work to ensure an orderly migration and transfer of the BSS business. Nokia Siemens Networks would retain a small number of broader customer contracts that include elements of BSS for GSM-R and mobile broadband related mediation.
Redknee expects to finance the transaction through a combination of cash on its balance sheet and debt facilities. Such debt facilities are subject to conditions and will be entered into on and subject to closing of the acquisition. The total consideration paid by Redknee for the BSS business will include 15 million euros in cash at closing, plus a maximum of 25 million euros for certain performance-based cash earn-outs expected to be paid over 12 to 36 months post-closing.
The acquisition is anticipated to close in the first half of calendar year 2013. The acquisition is subject to applicable regulatory, exchange and third party approvals, a consultation process with trade union representatives, and other customary terms and conditions. The acquisition would be a significant acquisition for Redknee under applicable securities laws and, accordingly, Redknee will file a Business Acquisition Report 75 days following the closing of the acquisition.
Canaccord Genuity acted as the exclusive financial advisor to Redknee.
A material change report, which provides more details on the acquisition and the agreement will be filed with the Canadian securities regulators shortly and will be available at www.sedar.com and at Redknee's website at www.redknee.com.
Investor Conference Call
Redknee will host a conference call today; December 5, 2012 at 8:30 a.m. Eastern time to discuss the acquisition as well as the company's results for the fiscal fourth quarter and full year ended September 30, 2012. Redknee Solutions' CEO Lucas Skoczkowski and CFO David Charron will host the conference call followed by a question and answer period.